Prime 10
by LibraryNexus
Summary: Jack has always wondered who his dad was. Turns out he was also involved with aliens. And when Jack gets an old gadget that belonged to his father, the Autobot/Decepticon War takes a whole new turn...
1. Prologue

_**Before I get into this fic, I have to point a few things out. This story takes starts five years after Alien Force and takes place in an universe where Ben's identity was never revealed and Omniverse didn't happen. However, I will be adding in some aliens from Omniverse, with the first one in this chapter. Also expect aliens of my own making. With that said, let's get on with the story.**_

_**I don't own Ben 10 or Transformers Prime.**_

Prime 10: Prologue

Deep in the far reaches of space, there floated a ship. This ship was shaped like a tuning fork, with red energy flickering in between the points. This is a Chrimerean Hammer-class warship and it is currently the battleground between two very powerful foes.

A shockwave rippled through the ship as the two combatants crash through the hull. One is a green alien, dressed in red battle armor. His head resembles an Earth squid and a breathing mask covers his face, except for his beady red eyes. This is Vilgax, the conqueror of ten worlds, one of the most feared beings in the galaxy.

His opponent is a thirty-foot robotic humanoid, with glowing green canisters on his oversized arms. This is Atomix, the newest form of Ben Tennyson, the Savior of the Universe, wielder of the Ultimatrix, and Vilgax's oldest foe. This is the latest fight in a series of battles that has lasted for almost ten years, when Ben first found the Omnitrix, an alien device that could transform its wearer into any sentient life form in the galaxy, when he was ten. Now, at age twenty, he was still locked in combat with his childhood foe.

Atomix hit Vilgax with another punch. _**"Ready to give up, Vilgax?" **_he asked.

The warlord growled. **"I will never surrender to you, Tennyson!" **he snarled.

Atomix shrugged. _**"Well, I had to try."**_

Vilgax gave off another snarl and charged the alien hero, and the two were at it again. When they once again broke apart, Vilgax spoke into a communicator built on his arm. **"Computer," **he said, **"When ready, fire main weapon."**

"_**What?"**_ asked Atomix.

Vilgax smirked behind his mask. **"I have a quantum gravity cannon aimed right at Earth," **he said. **"At this distance, we will be in the perfect position to watch your puny home world crumble into dust."**

Atomix was horrified. _**"NOOO!" **_he cried. _**"I will not let you!"**_

"**You're too late, Tennyson! It's over!"**

Atomix stood still for a moment, frozen. Then, he whispered one word. _"Julie…"_

Suddenly, the canisters on his wrists and the Ultimatix symbol on his chest glowed even brighter. He shot forward, ramming Vilgax, and sending them both crashing into the ship, right into the engine room.

Vilgax got back to his feet, while Atomix floated. _**"Time to end this,"**_he said.

Vilgax's eyes widened. **"You'll kill us both!"** he said.

Atomix nodded. _**"If that what it takes to stop you," **_he said, _**"So be it."**_ He began gathering energy and started his chant. _**"HAA-MEE-NA, HAA-MEE-NA, HAA-MEE-NA-HA!"**_

There was a brief silence…

"_**FUSION VICTOR!"**_

* * *

><p>In another part of the ship, a hurt Ben Tennyson laid on the ground. He had been blasted there by Atomix's last attack, where the Ultimatrix had timed out, right after the ship automatic systems had sealed the breach shut.<p>

Ben had changed from when he was fifteen. His trademark jacket was gone, replaced by a white t-shirt and green cargo pants combo. He also had grown a beard and mustache, which he kept neatly trimmed.

But now, his shirt was stained red from a hit that was non-critical to Atomix, but life threatening to a human. The Ultimatrix was completely powered down, in need of a long recharged. Ben realized that he might not make it this time.

Which was the perfect time for someone to pop in and say, "Gumball?"

Ben managed to give a pained grin at the man in the white lab coat who had just appeared in the room with him. "Hey, Paradox," he said. "Did I stop it?"

The being known as Professor Paradox smiled. "Even on the verge of death, you put others above yourself, Ben," he said. He then turned serious. "You did it, Ben," he said.

Ben gave his trademark smile. "Then I'm good. I've had a good life."

"Indeed you did."

"Well, then there's one last thing to do." Ben fiddled with the Ultimatrix, and it slid off his wrist. Handing it to Paradox, he said, "Give it to my son," he said. "And tell Julie that I love her."

Paradox smiled as he took it. "I will, Ben."

Ben lowered his head. "So, this is goodbye?" he asked.

"Spoilers," was all the time traveler had to say as he opened a time portal and left.

Ben shook his head when he was alone. "Even on a man's deathbed, he has to be cryptic," he said. Then Ben Tennyson closed his eyes and waited for death to claim him.

* * *

><p>A small group of people gathered in the small cemetery to mourn the passing of Ben Tennyson. Most of them had already left. Now the only ones left were those from his other life; including his grandfather Max Tennyson, his parents, his first crush, Kia Green, and his cousin, Gwen Tennyson and her fiancé, Kevin Levin. A few aliens came into view, a towering white alien with one green arm, one made entirely out of green diamonds, and a short frog-like alien on the shoulder of a blonde human. Standing apart from them all was a Japanese-American woman with shoulder-length hair holding a young boy. She had been hit the hardest by her husband's death, and was keeping away from the others. A black being made up of black and green circuitry stood beside her, offering the comfort it could.<p>

"_I…sorry…Julie…" _it said in a youngish voice.

"It's okay, Ship," she said. "There was nothing you could have done."

Ship still stare at the ground. _"I…could…have…"_

"You were helping us," Kevin said. "Ben had handled Vilgax before, we didn't know it would kill him this time."

Ship didn't look convinced, but he didn't say anything else. After the crowd paid their respects, they began filtering away, until only Ship and Julie were left at the new grave. That was when a certain time traveler made his appearance.

"Fitting," he said.

Julie looked at him crazily. "How?" she asked.

"That it should rain on the death of a hero," Paradox clarified. Before either of them could comment, raindrops began sprinkling, then pouring. Without being asked, Paradox produced an umbrella from somewhere, and opened it so all four of them were covered. They stood in silence, each with their own thoughts.

Finally, Paradox asked, "Do you have a name for the child yet?"

Julie nodded. "Jackson," she said.

"A good name," Paradox said. They stood there a little more. "He told me to say that he loves you."

Julie gave a small laugh. "I'm not surprised, she said. Then she asked, "What about it…?"

Paradox pulled the Ultimatrix out of his coat pocket. "Right here," he said. "What do you want me to do with it?"

"Can you keep it for now?" Julie asked.

Paradox nodded.

"And will Jack…"

"I cannot answer that, spoilers and all. However he will not need it for a long time." He gave the umbrella to Ship. "Until we meet again." Then he vanished.

The two friends stood at the grave for a little longer. Finally, Julie sighed and walked away, Ship right beside her.

"_So…" _Ship said. _"What...now?"_

Julie was silent for a while. Then she spoke. "I was never a good Plumber," she said. "And I want Jack to live a life without aliens."

Ship looked at his life-long friend. _"Even… me?"_ he asked.

Julie shook her head. "You can come visit," she said. "I couldn't keep you away even if I tried."

Ship's eye circle rose back up and he gave off a happy chirp.

The ride back to her house was a quiet one, in respect to the hero who had fallen that day. When they got back there, the front door opened to reveal Paradox. "Glad you made it home," he said. He then turned serious. "Are you going to do it?"

Julie nodded. "I am," she said.

"Well, I won't stop you," Paradox said. "Now if you would excuse me, I've got to go." With that, he grabbed an umbrella out of the stand and disappeared.

Julie blinked, then looked to the empty stand, then at the umbrella in Ship's hand. "Did he…"

Ship's eye circle was even wider. _"Yes…did."_

* * *

><p>And so, fifteen years pasted.<p>

The alien presence on Earth dwindled, and then vanished. With the fate of the Ultimatrix unknown, the Plumbers base retreated to space, and most alien species gave the small planet a wide berth. Julie Tennyson disappeared after her husband's death, to give her and her son a chance at a new life without any aliens or villains.

However, this was not to be the case.

* * *

><p><strong><em>And that's the first chapter. PLEASE DON'T HATE ME! I don't like the thought of Ben dying anymore than you do, but I needed a reason why he isn't around when we get to Transformers Prime. Besides, did we really see him die? Can't give you any more because of spoilers.<em>**

**_Yes, in this fic, Julie is married to Ben. I was always a fan of the Ben/Julie romance, and was kinda bummed when I found out the two had broken up._**

**_Also, for those of you wondering what happened to Ship: I figured in a few years he would have grown a bit. He isn't full-grown yet, but will be later in the story._**

**_So what do you think? Good, bad, nah? I welcome your comments. Also, send in any characters or aliens from either show you want to see. I might be able to incorporate them in._**

**_I will try to get an update up as soon as I can. Good writing takes work, and I have college to deal with. I'll try to get one up once a month, but no promises._**

**_-Bibliothekar of the LibraryNexus_**


	2. Chapter 1: While You Were Away

**_Hey, I lied. You're getting an update today! Don't expect this to be a trend though. I was inspired after I posted last chapter, and completed this._**

**_Now we are going to get into Transformers Prime. Well, not exactly. I'm splitting up Crisscross into two chapters, cause it worked out that way. In this section, Jack gets grounded and June gets a visit from an old friend..._**

**_With that said, let's get into this._**

**_I don't own Ben 10 or Transformers Prime._**

Prime 10: While You Were Away...

Jack Darby leaned back on the couch, still amazed at the direction his life was going.

Two months ago, it was pretty dull. He and his mother lived in a small town in Nevada called Jasper. His father had died a long time ago, so Jack had to help his mother with the expenses. His mother was a nurse and the sixteen-year old had gotten a job at a local fast food restaurant called the KO Burger. Basically, his life was dull.

However, life has a habit of turning people on their heads.

One day after finishing up another thankless shift at the KO Burger, Jack was getting ready to head home, when he saw a blue motorcycle sitting in the parking lot. What he didn't expect was for it to take off with him on it. And that the motorcycle was an alien robot from another planet. And he certainly didn't expect him and two other kids to be dragged into a secret war between two factions.

And yet, here he was now. He was currently in the base of the heroic Autobots, who were fighting the evil Decepticons. The Autobot forces consisted of Ratchet, a gruff old medic, who had earned the nickname of 'the Hatchet' from the other 'Bots. He was currently looking over Arcee, the lone femme of the team, and Jack's partner. She was the motorcycle that Jack had met two months ago.

Bulkhead was over in the corner, away from Ratchet talking to his partner. Bulkhead was a green mech and he was the Wrecker, or heavy hitter, of the team. He got along with his human partner, Miko. She was a transfer student from Japan and had a passion for destruction and heavy metal.

Bumblebee was the scout of the team. He was a yellow mech, and the second shortest of the Autobots. He was currently racing RC cars with his charge, Raf. Raf was the youngest of the group, at the tender age of twelve and a half. He was also a computer wizard and a skilled hacker.

The final member of the team was Optimus Prime. He was the tallest of the Autobots, with a red and blue paintjob. He was currently talking to the team's human liaison, Agent Fowler. Listening to the African-American agent talk with Prime reminded Jack of someone that his father used to work with, according to his mother's stories.

Thinking about his mom, he suddenly remembered that he had a curfew. Pulling out his phone, he checked the time.

"Scrap," he muttered. Calling over to his guardian, he said, "Hey, Arcee, I've got to get home."

The blue femme looked over at Optimus. He nodded and she transformed and rolled over to the human area. "Hop on, partner," she said.

Jack got on and the duo went through the tunnel.

* * *

><p>Upon reaching the house, Jack dismounted and walked Arcee up to the garage.<p>

"My, aren't you the gentleman?" the femme teased her charge.

Jack laughed. "Don't want you revved up before bed," he shot back. "Besides, mom's a light sleeper, and I don't think she'd understand that-"

"Understand what, Jack?" a voice demanded. "You breaking curfew for the third time this month?"

Jack froze, then slowly turned to face his mother, June Darby. She was dressed in her work clothes, green scrubs with a yellow coat over it all. She had shoulder-length black hair, tied back in a ponytail. She had her arms crossed and she didn't look too happy.

"Mom," Jack started.

"Or why your boss called about missing another shift at work? Or maybe the email from your Art History teacher saying you have been falling asleep in class?"

"Two words, mom: Art and History!"

June sighed. "Please tell me you're not racing that motorcycle," she said.

Jack was shocked. A few weeks ago, Vince, the local bully had challenged him to a race. Jack had accepted, but it was interrupted when Knockout, the red Decpeticon medic, had snatched Vince. Luckily, the Autobots had been able to rescue the bully, but Jack had gotten a stern lecture from Optimus. He did not want to repeat that experience.

"Where did you hear that?" he asked.

June rolled her eyes. "Small town, Jack," she said. "People talk." She sighed. "I work in the emergency room. I've seen what can happen. Please tell me you haven't fallen in with a bad crowd."

"No, no, no!" Jack said. "My friends are the good crowd! Like seriously good."

One member of said crowd rolled her optics.

June unfolded her arms and put her hands on her hips. "I let you have that bike because I was convinced that you were mature enough to manage it. However, I think you need a gentle reminder."

"Message received," Jack said. "Loud and clear. Glad we had this talk."

"Let's see if a few weeks without that motorcycle of yours will do the trick," June finished.

Jack froze again. He was grounded from riding with Arcee? That was horrible! This was the worst punishment of them all!

"But-"

"No buts, mister! You are grounded from everything except work and school. And if you want to take a bike to get anywhere, you pedal," she said, pointing to his old ten-speed rusting against the wall.

He just had to jinx himself.

"I'm serious, Jack! If I see that motorcycle out of the garage…" She let the rest of the sentence unsaid. She then sighed and then kissed her son. "Now wash up and get some sleep," she said in a kinder tone. "I love you."

She then left, leaving Jack with Arcee.

"I'll miss you while you're grounded," she said.

"Don't worry, Arcee," Jack said. "I'll visit you every day."

"Uh… Jack, I won't be here," she said. "Sitting on my tires for two weeks is not an option."

"No, no, no. You saw Mom's serious face! Look, Arcee, I feel bad enough lying to her all this time. But if she see you're not here, she'll think I'm blowing her off!"

"Don't worry, Jack," the femme assured her charge. "Your mom works late. I'll try to be back in the garage by the time she gets home."

* * *

><p>The ground was littered with small red aliens. The yellow-eyed minions laid on the ground next to their dropped pickaxes while their boss shot randomly in the air. This orange-skin alien was known as Vulkanus. He was dressed in a purple bodysuit that was covered with scorch marks. "Stay still, will ya!" he shouted.<p>

"_Now why would I do that?" _a cool voice answered and his opponent dropped in front of him. It was about as big as his opponent, and was black with green circuit patterns all over it. Its one green eye was narrowed.

_"__Let's dance!" _it said and charged the orange alien, knocking the blaster out of his hand. The two foes traded blows for a while, until the black one grew tired and grabbed his opponent's hand. The purple suit was covered with green and black tar as Vulkanus' eyes widened.

"No!" he cried as his suit shot him out of it, revealing his short true body. "That's cheating!" he cried.

His foe removed his hand and the suit returned to normal. _"Stop being a baby,"_ it said. _"You'll get it back."_ It then walked over to him and knocked him out.

With the miniature criminal out for the count, the black being shrunk down to a smaller size, picking something off of the floor and putting it on his face. There was a green flash and in the alien's place was a human man, dressed in white trench coat. He pulled out a disk from a pocket and spoke into it. "Agent Ship to Plumber HQ," he said. "Vulkanus neutralized. Ready for pickup."

_"__Good work, Ship,"_ came the reply. _"Will do."_

_"__By the way,"_ continued the transmission. _"There's a personal matter you might want to attend to."_

Ship turned his full attention to the disk. "Tell me more," he said.

* * *

><p>June walked into the kitchen and started getting ready to go to work. Jack had already gone to school. It was quiet in the house, until the man at the kitchen table cleared his throat.<p>

June spun around and saw someone she hadn't seen in years. "Ship?" she asked.

"Hey, Julie," he said. "Long time, no see."

June looked down. "Julie doesn't exist anymore," she said. "She died the same day _he _did."

Ship sighed and set his cup of coffee on the table. "You still miss him?" he asked.

She nodded.

Ship leaned back and folded his arms. "Does Jack know?" he asked.

June shook her head. "And I hope he never finds out," she whispered.

Ship sat there for a while, then said, "Sorry I brought that up, that isn't why I came." He leaned the chair back on the ground. "I heard Jack got grounded."

June spun around. "How did you hear about that?" she asked.

"Small town. So, what did he do?"

"He broke curfew, one to many times," she answered.

Ship grinned. "And we didn't?" he asked.

June rolled her eyes. "We had good reasons too," she said. "And it's not like Jack's involved in an alien war or something."

Ship shook his head and looked up at the ceiling. "Right," he said, "but that wasn't the only reason you were out late?"

"You mean the time we met you?"

"Ship, ship?"

"That stopped being cute when you matured."

"Aw, shucks. So what's his punishment?"

"He's going two weeks without any social activities, and I've forbidden him from using his motorcycle."

"Motorcycle?"

"It's in the garage. I'll show you."

June opened the door and let Ship inside. Right beside June's car, was a blue custom motorcycle with pink highlights. Ship whistled when he saw it. "How'd you afford this?" he asked.

"I didn't. Jack brought it home one day. He never did say how he got it."

Ship took a closer look at it. He took notice of an insignia on the front of it. "What's this?" he asked.

June looked at it and shrugged. "I don't know," she said. "Jack said he had no clue either."

Ship followed June back into the house, deep in thought. He then spoke. "I think you should tell Jack."

June sighed. "I would like to tell him," she said, "but I don't want to put him in any danger. I already lost Ben, I don't want to lose my son."

Ship drew her into a hug. "I know," he said.

June composed herself, and picked up her keys. "I've got to go to work," she said.

Ship nodded. "I'll see you around," he said. He went outside and watched June drive off. He got on a black motorcycle covered with green lines, and then look to where Jack's motorcycle was parked. "She'll have to tell him someday," he said. "And he, her."

* * *

><p><strong><em>And that's the first half of Crisscross. Not much action, but this was more of a transition chapter. More action next time.<em>**

**_By the way, what do you think of Ship's new form? That isn't his true form by the way. Its just a battle form he transforms into when he goes into battle. For those who want to know how it looks, think Iron Man's Hulkbuster armor from Avengers 2 colored black and green._**

**_Also concerning Ship, the reason for his change in dialogue is that he speaks with a metallic accent, and an ID mask covers it._**

**_Can anyone guess who Jack is referring to? Imaginary cookies to those who do._**

**_Now, about the next update: Expect it in the next week or two. I almost have it finished, and just need to fill in a few holes._**

**_As always, I welcome your reviews as well as character and alien ideas._**

**_Next time on Prime 10: June is kidnapped, Ship meets Jack and Arcee, and Jack gets something from his father..._**

**_-Bibliothekar of the LibraryNexus_**


	3. Chapter 2: Return of the Ten

**_And we're back with the second half of Crisscross. In this section, Paradox reappears, secrets are revealed, and an old enemy resurfaces by a new name..._**

**_Another thing to note, I've added in a couple of cameos, by two characters from Red vs. Blue. You'll know them when you see them._**

**_I don't own Ben 10, Transformers Prime, or Red vs. Blue characters._**

Prime 10: Return of the Ten

Jack got on his bike and started pedaling home. It had been two days since he had been grounded, and it had pretty much put his social life on hold. Sure, he still saw Miko and Raf at school, but that was about it. But the worst part of being grounded, was that he missed his rides with Arcee. Heck, he missed all the Autobots, even Ratchet. But riding on the blue femme was relaxing, nothing but her, him, and the open road.

Just, then, his cell phone rang. Taking a look at it, he sighed and answered it. "Hi, Mom," he said.

_"__Hey, honey,"_ she said. _"I hope you didn't get take-out."_

Jack grew nervous. "Any reason why?" he asked.

_"__I was able to get someone else to cover at work for me today, so I'm coming home early to fix you a home-cooked meal."_

Jack froze. Was Arcee in the garage? He had to check. "Organic tofu. Yum-yum. Well, car beats ten-speed. I'll see you there," he said. Hanging up, he then quickly dialed another number. "Come on, pick up." When it did, he said, "Arcee, you wouldn't happen to be in the garage at the moment?"

_"__Little busy here! Can this wait?" _came his partner's reply.

"No! Mom's on her way home right now! If you don't get there right now, I'll be grounded for life!"

There was silence on the other side of the line.

"And she'll make me sell you for spare parts."

_"__Think you can handle them 'Bee? Good. Ratchet, I need a bridge."_

Jack let out a sigh of relief. Now he just had to hope she got back before his mom did.

* * *

><p>June got out of her car and walked to the door. However, she paused outside the garage door. Did Jack really keep his promise?<p>

"Wouldn't hurt to check," she said as pushed it open.

* * *

><p>Jack stopped at the end of the driveway to catch his breath. "Not doing that anytime soon," he gasped. He saw June's car in the drive. At least Arcee made it.<p>

"JACKSON KENNETH DARBY!"

He was probably asking for that.

He went over to where his mom was standing with her arms crossed. "Where is the motorcycle?" she asked.

The garage windows lit up with the lights of a groundbridge.

_Nice timing, partner, _Jack thought. Out loud, he said, "What do you mean? She's right where I left here."

June's eyes narrowed and she turned around. To her surprise, there was the motorcycle, looking like it had never moved since two days ago. Turning back to her son, she said, "Okay, spill. Did you get one of your crew to sneak it in? Or did you walk it up again?"

Jack sighed. He was getting nowhere. He might as well tell the whole thing. "You really want to know what's going on?" he asked. "Well, fasten your seatbelts. My motorcycle is a sentient robotic organism from a distant planet. Part of a team that's stationed on Earth. And, I spend most of my time after school hanging out with her crew."

June raised an eyebrow. She definitely didn't expect this. But if there was an alien species that resembled an Earth motorcycle, Ben would have at least turned into it at least once.

"Jack," she began.

"And the coolest thing: this isn't even her actual form. She's really a giant robot who can transform into a vehicle."

Now this was too much. "Jack, enough."

'Its okay, Arcee, show yourself." The motorcycle didn't move. "Come on, rollout already."

June sighed. "So, the bad crowd you've been hanging around with is a science-fiction club?"

Before either of them could say anything else, June's cell phone rang. She picked it up and said, "Hello? Yes. Is she okay? I'll be right there." Hanging up, she turned to Jack. "One of the receptionists has fainted. Nothing to major, but they are sending her home and I've got to cover for her. However, when I get back, we're going to have a talk." With that, she left.

Jack's shoulders slumped. "Thanks for the support, partner," he said sarcastically.

"Don't blame me," the femme said. "Remember…"

"I know, you don't exist," Jack acknowledged.

* * *

><p>June exited the hospital. She looked up at the stars, a lot on her mind.<p>

"What should I do, Ben?" she asked. "His story is so strange, so hard to believe… but then again, so is yours. What if he _is _telling the truth? What do I do then? Do I tell him?" She lowered her head. "How would he react?" she whispered.

Suddenly, a black van pulled up, and someone got out. "Telegram!" he said, before shooting June with a Taser.

His partner looked at him. "Telegram?" he said. "Seriously, Grif?"

"Hey, cut me some slack, it was all I could think off."

"We've sat in this car for thirty minutes, and that was the best you could think off?"

"Well, I didn't hear any suggestions from you, Simmons."

The two MECH agents drove away with their prisoner, arguing over one-liners.

* * *

><p>Down on the highway, a black motorcycle sped down. Suddenly, it swerved, almost hitting a man in a white coat standing close to the edge. The rider got up and began to give the man a piece of his mind.<p>

"Watch it, buddy! You about got yourself-"

"Hello, Ship."

"-killed… Paradox?"

The time traveler reached inside his coat pocket and pulled out a green gauntlet. "It's time," was all he said.

* * *

><p>Jack got home from his shift at the KO Burger. Curiously, the lights in the house weren't on. Parking his bike, he went into the garage to talk to Arcee.<p>

"Hey, have you seen my mom?" Jack asked.

"No, I haven't," Arcee answered. "I even bridged here from base to beat her home. By the way, there's a package for you."

Jack picked up indicated package and opened it. Inside it was a device that resembled an old gaming system. Curious, he hit the power button.

"_Hello, Jack," _said a familiar voice from the device.

"Silas…" growled Arcee as she transformed into her femme form.

"Who?" asked Jack.

"MECH," she hissed.

Jack stiffened. "They know where I live?" he squeaked.

_"__Oh, we know a lot of things," _the leader of MECH said. _"For example, do you know where your mother is?"_

Jack's eyes widened, then narrowed as he clenched the device tightly. "What did you…?" he asked.

_"__Nothing… yet,"_ Silas said. _"However, if you want to keep it that way, you and Arcee will have to follow the coordinates programmed into this communicator. They lead to a temporary facility that we have set up."_

Arcee put a digit to her comm. link "Ratchet," she said. "I…"

But before she could continue, a horrible screeching noise rang through her audio receptors. She gave out a cry and fell on her side. "Arcee!" Jack cried.

_"__Did I forget to mention?"_ Silas asked. _"That our communicator's signal scrambles all other signals… and her brain?"_

Jack slowly turned back to the communicator in his hand. "You…" he growled.

_"__Any other attempt to contact the other Autobots… well, let's just say that I won't be responsible for what happens to Mrs. Darby."_

The noise died and Arcee got back up. Jack was enraged, if they way he was clenching the communicator was any indication.

The tense silence was broken by an unfamiliar voice speaking up.

"Well that's unexpected."

Jack and Arcee turned to see someone standing in the doorway. He was fairly tall, with light brown hair and dark shades. He had on a white jacket and green shirt and pants. From the looks of it, he had been standing there for a while.

"Who are you?" Jack asked.

The mystery man raised his hands. "My name is Ship. I'm a friend of your mother's," he said. "I was coming over to visit, and I heard the commotion and came in time to hear that terrorist make his threat."

Jack looked at Ship suspiciously. "How come I have never met you?" he asked.

Ship sighed. "What has June told you about your father?" he asked.

"That he was a policeman and that he was gunned down just after I was born," Jack answered.

Ship grimaced. "Close enough," he said. "Anyway, the thing is, I used to work with your father."

That caught Jack's attention. "Really?" he asked. "What happened to him?"

Ship shook his head. "That's a long story," he said. "But the long and short of it is that one of your father's enemies caught up to him, and he was killed during the fight."

"My father had enemies? Why?"

"I'll tell you later, but for now we have to rescue June."

"I'm not sure about him coming along," said Arcee. "I mean, what can he do against MECH?"

Ship snorted. "This isn't the first time I faced an organization like them," he said.

Jack looked at Arcee. "We need all the help we can get," he said.

The femme vented. "Fine, he can come."

"One more thing, Jack," Ship said. He took out a case from his coat pocket. "This belonged to your father."

Jack opened it up. Inside was a green gauntlet-like watch, only instead of a clock face, there was a black dial with a green hourglass. "What is it?" he asked.

"The Ultimatrix," Ship said. "A very powerful device. It hasn't been used in a long time, but we might need it tonight."

Jack looked at it and then at Ship. "Really? This?" he asked.

Ship chuckled. "You should know, Jack, sometimes there is more to something than meets the eye."

Jack looked again at the device. Then with a finality, he slid it onto his wrist.

The device beeped and the dial spun around. "Ultimatrix recalibrating," it said. "Please stand by."

Jack looked at Ship. "It will be ready for use by the time we get there," he said. "For now, let's roll."

"Roll out," Arcee quipped.

* * *

><p>The trio drove through the silent streets, Jack on Arcee, and Ship on his own motorcycle. When they drew close to MECH's location, Ship pulled closer to the duo.<p>

"Since they will be expecting only you two, I'm going to sneak around back," he said.

"Why are you doing that?" Jack asked.

Ship frowned. "Do you want to see if they would make good on their threat?" he asked.

Jack could see the agent's point. "Okay, so what do we do?"

Ship smiled. "Just distract them while I locate June," he said. "Don't worry, this will be easy." He then made a sharp turn and drove away.

"Easy, he says," grumbled Arcee.

* * *

><p>Ship dismounted his motorcycle. "So MECH is in pursuit of superior technology, eh?" he said. "Wait till they get a load of me." With that, he put a hand to his face and removed it and a change went through his body.<p>

* * *

><p>"So, what's the plan?" Jack asked.<p>

"The usual."

Jack grimaced. "I hate that plan," he said.

Arcee didn't answer, just accelerated. There were a few snipers stationed outside the facility, but they were unable to get a good shot at the speed the femme was going. After popping a wheelie, they both slid into the warehouse.

Jack dismounted and Arcee transformed into her bipedal form.

"Mom!" Jack called.

"Looking for June?" a voice called.

Jack looked up and saw someone he had never wanted to see again. Arcee's optics narrowed. "Airachnid," she hissed.

Indeed it was the same spider-bot they had ran into a couple of weeks ago. She was currently in her hybrid form, with her six extra legs supporting her body while her real legs were folded up. When she had first arrived on Earth, she had tried to take Jack's head as a trophy. Fortunately, Jack was able to blow up her ship, and being wounded by the flames, she wasn't a match for an angry Arcee, so she had escaped.

But now she was back. "But don't worry," she purred. "I'm sure she's hanging around."

"What are you doing here?" Arcee asked.

Airachnid gave a smirk. "Well, since you two blew up my ship, I'm stuck on this rock. So, I when I met these humans," when she said that, several MECH soldiers ran into the warehouse, "I made a deal with them."

"I'm almost afraid to ask…" said Jack.

Before the spider-con could continue, a gadget whizzed through the air and struck Arcee. It released an arc of electricity which caused her to go into stasis lock.

Airachnid glared at the man who shot it. "I wasn't finished yet!"

"You'll get your chance," Silas said as he entered the light streaming down. The terrorist leader was dressed in military fatigues, and combat boots. His dark grey hair was neatly trimmed, and his face was scared.

He gestured two soldiers. They came and removed Jack's cell phone and the GPS from him.

"Now, Jack," Airachnid said. "I'm still learning about the human race. But from what I have learned so you're your kind cares deeply about family. Therefore, the perfect revenge would be for you to watch as I tear your family apart."

"If you hurt my mother, I'll…

"Do you remember how much I like sport, Jack?"Airachnid continued. "I'll give you the chance to save your mother. I've stashed her close by. If you can rescue her by twelve," she said, pointing to a clock that read 11:52, "I'll let you both go unharmed."

"And if I can't?"

"What do you think?"

Jack's mind was going a million miles per hour. There was no way he could complete her challenge, but what else could he do? It wasn't as if he could call for backup… wait… hold that thought…

He jumped at Silas. "Please let us go," he begged. "We won't tell anyone."

"Enough!" Silas growled as he pushed Jack away.

"Six minutes left!" Airachnid said with a bit of childish glee.

Jack ran off into the night, searching for his mother.

* * *

><p>Silas watched as Jack ran off into the night, with Airachnid right behind him. One of the soldiers walked up to him. "Sir?"<p>

"I know we promised the spider-bot first crack at her," he said, indicating Arcee, "but something tells me she plans to turn our mutual crisscross into a double-cross."

"But sir, we don't have the means of transporting it right now."

"Then we'll have to cut and run." He looked at a pair of soldiers. "Open her up," he said.

* * *

><p>Up in the rafters, someone had heard everything. <em>"Not on my watch,"<em> he said as one of the MECH agents got out a buzz saw.

* * *

><p>Jack was panting. He had ran for quite a while, but he still hadn't seen any sign of his mom. It was then he saw her hanging in a web cocoon attached to a steel girder. "Mom!" he cried, running up to her and he began tearing at the webbing.<p>

June started to stir. "Jack?" she asked, groggily.

"Don't worry," he said. "I'll get you out of this."

"What's going on?" she asked. "How did I get in this stuff?" she then saw a very familiar device on Jack's arm. "And where did you get that?"

Before Jack could answer, there was a hissing noise, and Airachnid came down from the water tower.

"The robots are real?" June asked.

Jack turned to her. "I beat your deadline!" he shouted.

Airachnid tilted her helm. "Oh no, Jack," she said. "You were supposed to _rescue_ your mother by midnight, not find her. And time's up! Now…"

She shot a web at the teen securing him to the ground by his waist.

"Take a seat, sit back, and enjoy… the horror show."

* * *

><p>"We only have time to get one piece," Silas said when they had cut away all the webbing from Arcee.<p>

The MECH soldier nodded and lowered the buzz saw over Arcee's spark chamber. Just before the blade touched it, someone else grabbed it. _"I'll take that,"_ someone said as the saw was covered in black tar with green circuitry and was pulled from the soldier's grasp.

He turned around to see a shadowed figure with a green blade for a hand.

* * *

><p>"You know Jack?" Airachnid said. "She's<em> your<em> mom. Why should_ I_ have all the fun? So you get to choose: Agonizing… or _excruciating_!"

Jack kept silent, hoping for a miracle.

"Come on, don't leave your mother _dangleing._"

"You monster!" June cried.

Airachnid ignored her. "Guess its lady's choice then," she said, releasing a drop of acid.

That was too much for Jack. "No!" he cried.

Just then, there was a beeping noise from the gauntlet on his wrist. "Ultimatrix recalibrated," it said, as a hologram of a strange creature appeared above the dial. "Playlist 71 available."

Jack didn't think what could happen or the results of his actions. All he knew was that his mother was in danger. So he hit the button on the gauntlet, and slapped his hand down on the dial.

The watch emitted a bright flash of light and turned into reddish-brown rock. Said rock began climbing up Jack's arm and covered his entire body. Cracks began to form in it, revealing molten magma. His head erupted into flames, and the webbing holding him turned into smoke, revealing the dial from the watch displayed on his chest.

Jack jumped up and cried "HEATBLAST!" as the transformation ended. Airachnid was in shock, while June had a proud look in her eyes. "Just like Ben," she whispered.

Jack's POV

My first thought when I finished transforming into a fire creature?

_I'M ON FIRE! I'M ON FIRE!_

Not my finest hour.

My second thought?

_I'm on fire… and I'm okay! Totally cool._

I looked over to where my mother was hanging next to Airachnid.

Time to see what this guy can do.

Normal POV

"Time to feel the heat, Airachnid," Jack in the form of Heatblast said.

This shook the spider-bot out of her surprise, and she gained a smirk on her faceplates. "A Pyronite," she said. "Didn't expect to see one on this rock."

Jack wasn't fazed. "Oh, I'm full of surprises," he said. Acting on instinct, he punched his fist forward and shot a fireball at the 'Con.

Airachnid dodged the fireball with ease, but inwardly she was worried. In her days as a bounty hunter, she had avoided the Pyronite species for two reasons: 1) their home planet was actually a star, and 2) their fire could severely burn a Cybertronian's armor and, if hit constantly, could eventually melt it.

But how did her Jack, a normal human boy, turn into one of them? She backed up, trying to keep him at bay while she figured it out.

Jack chuckled. "Leaving already?" he asked. "But I'm just getting warmed up!" He then looked startled. "I didn't even mean to do that," he said.

He was interrupted from his punning when the dial on his chest was hit by a lucky shot by Airachnid. He was knocked down, by he quickly got up. "I barely felt that!" he said surprised.

Just then the dial on his chest began blinking red and making a beeping sound. Jack looked at it curiously, while June looked at it in fear. "No, not now," she said.

Jack barely had time to get out a "What?" before he was consumed in a green flash. When it cleared, Jack was back to normal.

"Scrap," he said, looking at his now human hands.

Airachnid, now in her spider-hybrid form, approached with a smirk on her faceplates. "Nice try, Jack," she said, "but I think it's time I ended this."

Just then, a familiar blue motorcycle drove up with Ship on it. He jumped off and Arcee transformed and tackled Airachnid while Ship headed over to June.

June looked up in surprise. "Ship?" she asked.

He smiled. "Long time, no see, Julie."

"What are you doing here?" she asked.

Ship grinned. "I was in the neighborhood and I heard that MECH had kidnapped you," he said. "Gwen would be mad if I left her cousin-in-law to die."

June looked over to where Jack was watching the robot fight. "Why did you give him that device?" she asked.

Ship shrugged. "He wanted to help, and it seemed the best way for him to. Besides… Paradox."

June raised an eyebrow. "I'm going to have to talk to him," she said.

Jack winced as Arcee was hit again. His partner was a good fighter, but Airachnid was using her extra legs to her advantage. He looked at the watch. He could turn into that fire man again, but there was a chance he would hit Arcee. He looked up and saw Airachnid land a right hook that sent Arcee flying. _Oh, forget it, _he thought and tapped the button and then slapped the dial.

Green light flashed again and the gauntlet changed again. It became pitch black and sank into his skin. He gained a couple of feet in height as his body became covered in scales. Blades sprouted from his elbows and knees while three horns grew from his head. His mouth and nose were replaced with a couple of breathing flaps. His hands became three fingered and sharp. His stomach area became heavily armored. The dial was nowhere to be found.

Jack tried to yell out a war cry, but all that came out was a breathy whistling noise. His hands immediately flew up to his face.

Arcee saw the after effects of a green flash and turned to see something that she hadn't seen in a long time. "A Vacet Tenator," she whispered.

The alien must have heard her, because it looked up and then jumped at the two femmes, landing on Airachnid and began clawing at her, but the spider-bot simply swatted it away. It landed next to a control pad were it sat back up in a daze. Ignoring the alien, Arcee leapt right back at her nemesis.

Jack got up, rubbing his head. _I'm going to feel that in the morning, _he thought. He looked down at his body. _I can't get close enough to Airachnid to hurt her, and I don't think this form has any ranged attacks. Should have turned into that fire guy after all. _He looked back to where the two femmes were fighting, and something caught his eye. _Looks like Airachnid's fate is set in stone. _He approached the panel, but a problem came up. _Scrap! I can't work the controls with these claws!_

"Jack!" he turned to see Ship had just gotten June free from the web cocoon. "Open your stomach plate!" he shouted.

_My what?_ Jack thought just before the plates on his sternum opened up to reveal a pair of smaller arms as well as his pumping heart. _Now that's just gross._ He was able to use these smaller appendages to maneuver the controls into the position he desired. When that was done, he waited until Airachnid was in position, then activated the machine.

Arcee was fighting with her arm blades when she heard a machine start up. She looked up and saw that she and Airachnid were standing underneath a dispenser for something humans called cement and…

Her optics widened when she realized what was happening. She hit Airachnid in the faceplate to stun her and then jumped out of the way.

The spider bot shook her helm to clear it. It wasn't like Arcee to flee a fight. So, then why did…

That was her last thought before she was covered in quick-dry cement. It lived up to its name and solidified, trapping her inside it.

With her nemesis set in stone, Arcee was able to attend to other matters. Ship had rescued June, so she could focus on the Vacet Tenator and find out where Jack had disappeared to.

She pointed her blaster at the black alien, which raised its arms in surrender. "Where is Jack?" she asked.

Just then, there was a beeping noise from the alien's stomach plate. Confused, it opened it, revealing its heart and secondary arms, as well as a strange dial that was flashing red. There was a green flash and in the alien's place was…

Jack grinned sheepishly. "I can explain?" he said.

Anything Arcee would have said was cut off from the cracking of the statue that was Airachnid. The cement was breaking and the spider-con was getting free. However, before it was fully free, gunfire sounded and the femme was pelleted with bullets.

In another location, Silas had been watching the entire fight when he saw military helicopters arrive. The terrorist leader was confused as to how the government had found them. Then his eyes widened and he felt his belt. Sure enough, his communicator was missing.

"The kid swiped it when he jumped me," he said. "Sneaky."

Jack grinned and held up Silas' communicator. "Perfect timing, Agent Fowler," he said.

_"__If I'd know the 'Cons were involved, I would have contacted Prime,"_ the Federal Agent answered.

"That would have been too much for Mom to handle in one night," Jack said.

Ship, who had overheard the last comment, rolled his eyes.

Despite being pelted with bullets, Airachnid was able to get a good look at Fowler's helicopter. A green light shot from her optics and downloaded its scematics.

_"__Not again!" _cried Fowler.

The cement shattered as Airachnid transformed into a perfect copy of the agent's helicopter and the spider-bot flew into the skies. Arcee fired off a few shots, but they missed. She gave off a howl of anger as her nemesis flew off.

* * *

><p>"So, that's how it's done," Silas said. "Ingenious."<p>

He then looked at several different shots, these of Heatblast and the Vacet Tenator. "Also, after nearly twenty years, we have found your son, Ben Tennyson. Soon, the Ultimatrix and all its secrets will be ours, and the Forever Knights will be victorious," he said.

The man snapped his fingers, and the warehouse was cloaked in darkness.

* * *

><p>June was sitting on the ground next to her son and Ship, who had an arm around her. They looked up at the approach of Agent Fowler.<p>

"Mrs. Darby," he said. "I'm Special Agent William Fowler. For the last few months, Jack has been… interning for me at the agency."

Jack rolled his eyes. "Agent Fowler," he said. "Mom's not that going to buy that."

"He's got that right," June added in.

Ship sighed and held up a hand. "Agent Fowler," he said. "I am Agent Ship from the Plumbers." He held up a strange badge that resembled the dial on the Ultimatrix.

Fowler looked at it. "It's legit," he said. "But isn't this out of your jurisdiction?"

"Mrs. Darby is a retired member of the Plumbers," Ship answered. "And a personal friend. I check up on her every once in a while."

A soldier came up and began talking to Fowler while Jack turned to his mother. But before he could ask a question, she simply said, "Now is not the time."

Then with heavy footsteps, Arcee walked over. "And she would be your…" asked June.

Jack gestured. "Motorcycle, guardian, Autobot, friend," he answered.

"Call me Arcee," she added.

Ship placed a hand on June's shoulder. "Told you he was in good hands," he said.

June elbowed him and addressed the Autobot. "Thank you Arcee."

Jack turned to his mother and smiled. "I think it's time for that ride I promised you," he said.

* * *

><p>In the pre-dawn light, two motorcycles drove through the desert. One was Arcee, carrying Jack and June, the other was Ship on his custom one. They reached the mesa and entered the secret entrance. As they entered the main area, the first thing June saw was Ratchet standing at his station. Bumblebee and Bulkhead were standing around, while Miko and Raf were on the human area. The ground shuddered as Optimus Prime made his way over to greet the new arrivals.<p>

Jack grinned and said, "Mom, meet my science-fiction club."

All June could do was give a little wave.

* * *

><p><em><strong>And there we are. So now June knows about the Autobots and everyone else knows Ship. There's a lot of explaining to be done.<strong>_

_**Whew, that was a long one. Its more than double my last one!**_

_**The reason I didn't write the scenes that showed Silas and Airachnid forming their alliance and finding Jack's Social Network page, is because they wouldn't have changed from the cartoon.**_

_**Speaking of MECH, they are the Forever Knights! What do you think of that twist?**_

_**So, now Jack has the Ultimatrix and we know what two of his aliens are: Heatblast, and my own creation.**_

_**I had Jack turn into Heatblast first because I figured that Jack would have the same reaction as young Ben did.**_

_**Also, what do you think of the Vacet Tenator? Its design is based off of the aliens from the movie 'Cowboys and Aliens,' however colored black, has horns, and no mouth. (I don't own those buggers by the way.) Currently, Jack is going to call it 'The Whisper,' but if you can think of a cooler name, tell me.**_

_**On the subject of alien names, if Ben has used the alien before Jack, the Ultimatrix will tell Jack the past names. If not, he will name the alien forms as he gets them.**_

_**About the next update: Its going to take a while. The next chapter is Ship explaining about the Plumbers to Team Prime, and telling Jack about Ben. Since I don't have an episode to go off of, its going to be a while. I will post it by next month.**_

_**As always, I welcome your reviews. Also send in aliens and characters you want to see.**_

_**-Bibliothekar of the LibraryNexus**_


	4. Chapter 3: Reactions

_**One thing I forgot to mention: all of Jack's alien designs will be from Ultimate Alien, unless otherwise described.**_

_**I don't own Ben 10 or Transformers Prime.**_

Prime 10: Reactions

While June was awe-struck, Ship had a different reaction. He walked up to Optimus and looked at him. "Optimus Prime," he said.

"Agent Ship," the Prime returned.

Now it was the Autobot's turn to be confused. "Wait, what?" asked Bulkhead.

Optimus stepped forward. "When we landed on Earth, I was contacted by another organization right after the U.S. government," he said.

Ship turned to the green Autobot. "And that was my organization, the Plumbers," he said.

**"****So, you unclog people's sinks?" **Bumblebee asked, confused.

Raf was about to translate, but Ship said, "No, the Plumbers are an intergalactic police force." Seeing all the confused looks he was getting, he said, "What?"

"You can understand Bumblebee?" asked Ratchet.

Ship nodded. "Yes, I can," he said. "Why?"

"You and Raf are the only humans who can understand Bumblebee," Ratchet said.

"Well," said Ship, "I don't know about Raf, but I have a pretty good idea why I can." With that he grabbed his face and pulled it off.

A green flash traveled down his body. When it was done, in Ship's place was a different being. It stood about six feet high, with two arms and legs and a head. That, however, was where the similarities to humans ended. His upper body was colored black with green lines arranged in circuit patterns on it. On his torso, the colors were inverted. His arms were almost touching the floor, and he had no facial features, only a green circle. In one hand, he was holding some kind of mask.

There was silence in the base following Ship's revelation. Miko was the first to speak up.

"That's so cool!" she cried.

Ship sighed. "_I expected that,"_ he said. The green circle on his face lit up when he spoke.

"So, what are you?" Raf asked.

_"__I am a Galvanic Mechamorph. I have the ability to merge with machinery, and essentially upgrade and control it."_

"So, could you do that with an Autobot?" asked Miko.

Ship cocked his head for a moment. "_I never tried that,"_ he said. "_But, I can't control other technorganic aliens like the Chronosapiens, so I probably couldn't do it with a Cybertroinian."_

"Chrono-whats?"

June answered. "Think copper robots with a winder on their heads," she said.

Everyone in the base looked at her. "How did you know that?" Arcee asked.

"Also, why did Ship say that you used to be a part of the Plumbers?" Jack added.

June sighed and said, "It's a long story, one that begins and ends with your father."

"So what is it?"

June and Ship exchanged a glance. _"You want to tell it, or should I?"_

"You can do it."

Ship nodded. _"Very well."_ He turned to the rest of the group. _"You might want to sit down,"_ he said. _"This is going to take a while."_

_"__Twenty-five years ago, a grandfather took his two grandkids on a summer vacation…"_

* * *

><p>Jack sat on the couch. He was trying to process all that he had learned in the last few hours. In that time, he had learned that his father had been a shape-shifting hero, made possible through the powerful device that was currently resting on his left arm. So yeah, he had to sit back and let it all settle in. Ship had gone in to report to his superiors on the new situation, and the 'Bots had followed him. June had gone as well, wanting to talk to some old friends.<p>

Miko, however, was unaware of Jack's state of mind and was bugging him to use the Ultimatrix. "Come on, Jack," she said. "Transform into an alien."

"Shouldn't you leave him alone, Miko?" asked Raf, looking up from his laptop.

She snorted. "No, way," she said. "This is too cool!"

"Miko," Jack said, "can you drop it?"

"At least tell me how it works," she begged.

Jack sighed. "Fine," he said. He held it out and said, "You activate it by pressing this button," doing so, "turn it to the alien you want," which he did, stopping on one that looked robotic, "and finally you press it down and it does the rest."

"That all?" asked Miko.

"Yep."

"Okay." Miko looked at it, and then rushed forward and slammed down the dial.

"Miko!" Jack cried as the transformation process overtook his body. The gauntlet became streamlined and grew outward. The unexpected movement pushed Jack back and over the railing.

Bulkhead and Bumblebee ran into the main area when they heard something come crashing onto the floor. They stopped at what they saw. Sitting on the floor and rubbing his helm was a new Cybertronian. He was a bright blue, with green highlights. A pair of wings stood up on his back. He stood up and the two Autobots saw a familiar insignia on his chassis.

He confirmed his identity when he said, "I'm going to get you for that, Miko!" He turned around and saw the two Autobots staring slack-jawed at him. "Uh, did you two shrink or something?" he asked.

**"****More like you grew,"** said Bumblebee.

Jack blinked. "Why did I just understood you?" he asked.

"What is going on here?" asked Ratchet as he and Ship entered the main area. He then shuttered his optics when he saw the transformed Jack.

_"__Looks like Jack has unlocked the Cybertronian form,"_ Ship said.

Jack blinked and kept looking around. "Everything's so small…" he said. He was pretty big, about the size of Optimus.

"Where's June?" Raf asked Ship.

_"__She's talking with Magister Levin,"_ he answered. _"They have a lot of catching up to do."_

There was a whirring noise and the sound of a blaster being discharged. Everyone turned to see Jack with his blaster smoking, standing in front of the remains of one of Ratchet's tools. Of course, this provoked an immediate reaction from the medic.

"Jack, I needed that!"

"Sorry," said the transformed teen. Turning to Ship, he asked, "Is there any way for me to change back quicker?"

_"__Just tap the Ultimatrix dial, that should do the trick."_

Jack followed the agent's instructions and soon he was back in his human form. "And I'm back," he said.

"So, Ship." He turned to look at June, who had returned. "What happens now?"

Before he could answer, there was a beeping noise. Ship pulled out his badge from somewhere and looked at it. _"I've got to go," _he said. _"I'll see you around." _He hit a button on it, and he disappeared in a flash of blue light.

* * *

><p>High above Earth, a space station floated silently by. This was Plumber HQ, built to defend the Earth after the untimely death of Ben Tennyson. For the past fifteen years, it had done its job admirably.<p>

However, the reappearance of a certain device caused quite an uproar among the agents and staff there, and they had gathered to discuss the impacts of it.

"This is an outrage!" cried one of the senior agents. He was a short alien with bird-like eyes and gray skin. "It was bad enough when the Omnimatrix was in the hands of Tennyson, but now we have an Ultimate Omnitrix in the hand of a teenager!"

Another member sighed and face-palmed. "Pakmar," he said, "Shut up."

This only made the little alien angrier. "No!" he said. "Pakmar will not shut up! Pakmar will be heard! Pakmar will be…"

Before the alien could go on any more, a cable snagged him and reeled him outside the meeting room.

The agent, a human male dressed in a black outfit, smiled at a cat-like alien dressed in purple armor, holding a strange blaster. "Nice timing, Rook," he said.

The Plumber smiled. "No problem at all, Agent Levin," he said as he escorted Pakmar away.

Agent Kevin Levin then turned serious. "Although he is an annoyance, Pakmar raises an interesting point," he said.

"Shouldn't we wait a bit?" This question came from a red-skinned alien with four arms. He had a hand on the shoulder of a blue-skinned reptilian alien beside him. "I mean, Ship isn't here yet."

"I just got off the horn with him." This statement came from an older man. He was wearing a red Hawaiian shirt, and one of his arms was gone, replaced with a robotic limb. "He should be here any minute," said Max Tennyson.

Just then, there was a blue flash of light behind the door, and Ship entered the room a second later.

_"__Glad to see I missed Pakmar,"_ he said.

The agent sitting next to Kevin rolled her eyes. She was dressed in a blue outfit, which had seven charms on her right sleeve. Her red hair was done up in a ponytail, and she had pink grid-like lines on the left side of her face, and her left eye was a solid pink compared to her normal green right eye.

"You seem to go out of your way to avoid him," Magister Gwendolyn Levin said.

Ship shrugged. "_What can I say?" _he asked. _"I've got better things to do that listen to that pest."_

A general air of laughter echoed through the meeting room, especially from those who had to put up with the tiny alien the longest. When the laughter had quieted down, Kevin got back to business. "Ship," he said. "Can you please give us your report on Jack Darby?"

Ship nodded, and then shifted into what looked like an old movie projector. He then began projecting images on one of the walls.

_"__Jackson Darby has been helping the Autobot cause for the past two Earth months. He is one of the civilians Optimus Prime said his team had encountered. He and his two friends have help stop several Decepticon plans, including taking out that spacebridge two months ago._

_"__Jack is brave, resourceful, and cares for his friends greatly… much like his father." _Having said that, he shifted into his normal form. _"In my opinion, he is worthy of the Ultimatrix, and of being a Plumber," _he finished.

Max nodded. "Thank you, Ship," he said. He looked at the assembled agents. "Anything anyone would like to add?" he asked.

Magister Hulka, a heavy-built green alien, slammed a fist onto the table. "The boy has to be trained at the Plumber Academy before he can operate as a fully-deputized Plumber!" he said.

Gwen shook her head. "No can do," she said. "Julie said that she doesn't want him off-planet until he's at least eighteen."

"But we can't forbid him from helping the Autobots," Kevin said. "Since it is a possibility that the Decepticons may still be targeting him."

Max thought for a while, then his eyes lit up. "Who says that he has to be trained at the Academy?"

"What do you mean?" Gwen asked her grandfather.

Max put his hands on the table. "We shall assign two agents to the Autobot base, as well as Ship." He turned to said agent. "I assume you still know all of Ben's forms?"

Ship looked peeved. _"Of course I do,"_ he said.

"Then you shall instruct Jack on the proper use of his forms. With you and the other agents, should satisfy any complaint from Pakmar or anyone else."

Ship saluted. _"Very well," _he said. _"When should I go?"_

"Now would be good," said Max. "I'll send in the other two as soon as I can. Meeting adjourned."

As the agents filed out of the room, Max leaned back in his chair and sighed. "Are you okay?" Gwen asked, concern in her voice.

"I'm fine, pumpkin," Max said. "Just getting old. By the way, how's your training going?"

Gwen winced as the pink lines on her face flashed. "Verdona says I'm doing fine, but not as well as I could do on Anodyne." She then turned to look at Kevin who was talking to some other agents. "But I have too much to lose if I leave," she said.

Max smiled. "That's my girl," he said. He closed his eyes and remembered fonder times. He then half-opened them.

"Good job, Jack," he said. "Your father would be proud."

* * *

><p><em><strong>And that's done.<strong>_

**_There were some cameos in this chapter from the Ben 10 series. We had Magister Hulka, Helen, and Manny from Alien Force/Ultimate Alien, Pakmar and Rook from Omniverse, and of course, Kevin, Gwen, and Max!_**

**_By the way, I know Pakmar wasn't a Plumber, but I figured why not? He still keeps his original personality though._**

**_The reason for Gwen's appearance is that she's being trained in her Anodite abilities by Verdona, and some of her alien form has leaked into her human guise._**

**_And we've seen Jack's Cybertronian form. And a flier! In the fanfics I've read, it is very rarely for the Omnitrix to have a Seeker form. They seem to be mostly ground-based._**

**_Before anyone asks how the Ultimatrix has a sample of a Cybertronian, that will be explained in the coming chapters._**

**_Reviews are welcome! Send in any characters or aliens you want to see._**

**_-Bilbliothekar of the LibraryNexus_**


	5. Chapter 4: New Faces

_**Hey, I'm back with the next installment of Prime 10.**_

_**I don't own Transformers Prime or Ben 10.**_

Prime 10: New Faces

Jack folded his arms and leaned back on the couch. It had been two days since MECH had kidnapped June, and he had learned about the existence of aliens other than the Autobots and Decepticons. Also the fact that his father was the bearer of a powerful device called the Ultimatrix, which contained the DNA of over a million alien beings. And that now the same device rested on his arm.

After Ship had gotten back from his meeting with Plumber command, he had told the assorted collection of bots, kids, and June that two other Plumbers would be joining the group at the base. Upon hearing this, Ratchet had let out a groan. Humans were bad enough, but now aliens were coming? He prayed to Primus that none of them were like Miko.

For the past few days, Jack had been learning about the device and the ten alien forms he could turn into. When he had asked why he only had ten forms, Ship had shrugged and said that it was one of the quirks of the device's creator. Not that Jack was complaining. The forms he had available were pretty powerful. Besides Heatblast; the Whisper, the Vacet Tenator; and Starstriker, the Cybertroinian, he also had NRG, a being made of pure radiation enclosed in an indestructible suit; Echo-Echo, a duplicating noisemaker that could give Miko a run for her money; Whampire, an alien vampire; Wildmutt, an orange-furred dog that lacked the ability to speak; Cannonbolt, who could be best described as a walking bowling ball; Armodrillo, a yellow armored alien that could burrow through earth quite easily; and Diamondhead, a crystalline alien with regenerative abilities. Once Jack had gotten over the strangeness of it all, he had to admit it was pretty cool.

Currently, he had gotten through a training session with Ship and both of them were relaxing in the human area with Raf and Miko, waiting for the Ultimatrix to recharge. The bots were out on a mission, and Ratchet was in the back working on something.

Which made it the perfect time for someone to teleport inside the base.

It appeared to be a blue phantom in a hooded cloak. Whenever it exhaled, it breathed out a stream of cold air. Its green bug-like eyes pretty much said that it was alien.

It looked up at the human level. "This is the Autobot base, right?" it asked in a feminine tone. However, her mouth didn't move.

Ship looked over the railing and nodded. _"Good to see you too, Yuki,"_ he said.

Yuki nodded back, then threw out her cloak, revealing them as wings. Flapping them, she flew up to the human area. She looked like a humanoid moth, with a feminine figure. A satchel was slung over her shoulder. Ship turned to the rest of the group. "_This is Yuki Tennyson,"_ he said. _"A fellow Plumber."_

"And Jack's sister," she added.

Jack was caught off guard by this statement. "My what?" he asked.

Ship rolled his eye. _"Way to drop the bombshell on him,"_ he said.

Yuki giggled. "Do you have a form called Big Chill?" she asked.

"No," answered Jack.

"Well, Big Chill is a Necrofriggian," she continued. "Our species reproduces asexually every eighty years."

"Where are you going with this?" asked Jack.

"Well, twenty years ago, the Big Chill transformation went through its reproduction cycle, overriding your father's personality. The result was him giving birth to fourteen Necrofriggian babies, including me," she said pointing to herself.

Jack groaned. "So I've got thirteen other siblings up wherever you came from?" he asked.

Yuki giggled again. "No," she said. "We rarely return to our birth parents. I am an exception to that rule."

Miko laughed. "We are going to have so much fun, sister," she said.

Then a new voice spoke up. "While this is amusing and all," it said, "shouldn't we get down to business?"

The humans turned around to find the source. "Who said that?" Jack asked.

"Perceptor," Yuki said.

"Perceptor?"

"My partner," Yuki said, taking a microscope out of her satchel.

The humans looked at it. Miko turned to Ship. "Is she… mental?" she asked.

Yuki laughed. "Stop hiding," she said and tossed it over the railing.

On its way to the ground, it transformed and grew. Once the process was done, there stood a mech standing about twenty-five feet tall. His color scheme was the same red as his alt. form, with a blue screen on his chest. He had a scope on his right shoulder, and his left optic was bigger than the other. He was thinner than the other bots, maybe even Arcee.

"Hello," he said with a British accent. "I am Perceptor, Autobot scientist and Plumber."

"Cool!" said Miko, coming over to introduce herself. "I'm Miko!"

"Hey, I'm Jack," said young teen. "And this is Raf."

Raf approached the red mech. "How do you do that?" he asked.

The red mech looked at the tween. "Transform into something that small?" he asked. "My T-cog is connected to my subspace, into which I can store the rest of my frame."

"So, what's a T-cog?" asked Miko. "Is it like a T-bone?"

Perceptor chuckled. "No," he said. "It's the organ that allows us to scan vehicles and transform."

"Anyway," said Miko. "What do you do? What kind of blasters do you have? How many Decepticons did you kill? How did you join the Plumbers…"

And Miko proceeded to put Perceptor through a lot more questions. The poor bot was beginning to get overwhelmed. Jack and Raf were getting ready to help the newcomer, when the comm. system crackled to life.

_"__Optimus to base,"_ said the Autobot leader. _"Please send a groundbridge."_

"Can you help me up there?" asked Raf.

"No need," said Perceptor, approaching the groundbridge controls. "I've got it."

Everyone turned to look at him. "You can work a groundbridge?" asked Miko.

Perceptor vented. "Of course I know how to work a groundbridge," he said. "I'm the one who perfected the first one."

Just to prove his point, the tunnel lit up and the vortex formed. The rest of the Autobots walked into the base.

"So, how was your trip?" asked Perceptor.

Arcee answered. "Smooth as ever, Ratchet." Then she did a double take. "Perceptor?"

"That is my designation," the Autobot scientist answered.

"I'm coming," said Ratchet, coming into the main area. "I'm-" He then caught sight of the new mech. "Perceptor?"

"It has been a while, Ratchet," said Perceptor.

"I could say the same to you, old friend," Optimus said. "Many have thought you were offlined."

Perceptor snorted. "That's the way I like it," he said. "Less bots out to kill me."

This confused the rest of the teens. "Why would anyone want to kill you?" asked Raf.

Optimus stepped forward. "Perceptor is a skilled inventor," he said.

"Even more so than Wheeljack," added Arcee.

"And this is bad how?" asked Jack.

"It made the Decepticons put out a bounty on my helm," replied Perceptor. "For years, I've had a hunter on my tailpipe. He nearly took me out, one time."

"Who is it?" asked Jack, concerned for the new Autobot.

He shrugged. "I don't know. For the past few cycles, I've been laying low, keeping out of the limelight. That was how I joined the Plumbers."

"Speaking of which," said Ratchet, grabbing Perceptor's arm, "time for you to get a checkup."

"Wait, are you sure about that?" he asked as he was dragged to the med-bay by the medic.

"Of course, I'm sure! You haven't had a proper physical for vorns!"

Everyone watched as the protesting scientist was ushered into the med-bay under protest. Jack turned to Yuki. "Is he always like that?" he asked.

She shrugged. "He's always had a fear of medics," she said. "I don't know where it came from."

Bumblebee beeped something that caused Raf and Bulkhead to snicker while Arcee shot a glare at 'Bee while Ship remained neutral. Of course it was hard to tell since he lacked facial features.

"What he say?" asked Miko.

Ship turned to her and said, _"He said that maybe Perceptor got that fear from Ratchet."_

Just then, there came a yelp from the med-bay. Everyone was silent for a moment, and then Bulkhead and Bumblebee started laughing along with the kids and aliens, while Arcee rolled her optics and Optimus remained as stoic as ever.

* * *

><p><strong><em>And there we are.<em>**

**_And we have met the two new Plumbers: Preceptor and Yuki Tennyson._**

**_Now, Yuki isn't my idea. The idea that one of Big Chill's offspring from 'Save the Last Dance' would come back to Ben came from Kisdota-The Freak Gamer, a good writer also on this site. However, I am not stealing his idea. In my fic, Yuki joined the Plumbers a few years after Ben's death._**

**_Perceptor looks like he does in Fall of Cybertron, except for thinner body structure and that the screen is blue._**

**_Now, both of these new characters will be having minor roles, mostly training Jack. Although, I might add in that bounty hunter in a future chapter._**

**_And we know Jack's alien roster. What do you think?_**

**_Reviews are welcome. Send in aliens or characters you would like to see._**

**_-Bibliothekar of the LibraryNexus_**


	6. Chapter 5: Polarity

**_Hey, I'm back. Now, we get into 'Metal Attraction.'_**

**_I don't own Ben 10 or Transformers Prime._**

Prime 10: Polarity

Ratchet was standing at his computer, when the proximity alarm went off. Looking up at the monitor, he saw a white van approaching. Sighing he went back to his work as the van drove into the base and June Darby exited it. "Hello, doctor," she said.

He grunted and returned to his work. Yuki looked up from the human area and waved at June. "Hey, Mom!" she said.

"Hi, Yuki." Upon meeting the Necrofriggan, June had been surprised upon hearing her origins. However, after recovering from her shock, she had taken it all in stride.

Perceptor walked into the room. "Hello, Mrs. Darby," he said, not really paying attention.

"Good to see you, too," June replied. Looking around, she saw that some beings were missing. "Where's Optimus?" she asked.

"Out scouting with Bumblebee," Ratchet answered. "Sorry to disappoint."

"And I wore heels and everything."

"Mom!" said Yuki, clearly flustered.

June had to laugh at the tone in Yuki's voice, which suggested that if her face wasn't immobile, it would be showing signs of embarrassment. Done causing her alien daughter embarrassment, she turned her attention to the real reason to her visit.

"So, where's Jack?"

"He's back in the SAFE training with Ship."

June smiled. "I hope he's doing okay," she said.

* * *

><p>"<em>Come on, Jack, you can do better than that."<em>

"LET ME TELL YOU SOMETHING, AGENT SHIP OF THE PLUMBERS! HOLD STILL! RATH CAN'T HIT YOU IF YOU MOVE!"

Jack and Ship were fighting. Well, Jack was fighting. Ship was bopping and weaving around his fists.

Jack was transformed into a new form, a nine-foot tailless tiger whose name was Rath. The big brute was one of Jack's strongest form so far, but the part that was still Jack noted that he seemed to be one of the dumbest.

The part that was Rath just didn't care.

"_Jack, show some strategy," _Ship said, dancing out of the way of another one of Jack's punches.

"LET ME TELL YOU SOMETHING SHIP!" Jack shouted. "YOU CAN DODGE ALL DAY, BUT YOU'LL NEVER BEAT RATH!"

Ship said nothing. He just stretched out his arms, grabbed the ceiling, dropped on Jack's back, and stabbed at his shoulder.

Jack fell to the ground, totally paralyzed.

Ship walked over to where Jack could see him. "_Hephestan Neruo Grip_," he said. "_Useful for subduing all kinds of prey."_

All Jack could do was grunt.

Ship flipped Jack over and tapped the Ultimatrix dial, returning Jack to his human form. Jack's face reddened as he remembered all the things he had said as Rath. "Um," he began.

_"__Don't worry," _Ship said, helping him up. _"Rath is always like that."_

"It's kind of embarrassing," Jack said.

Ship chuckled. _"It's still funny to the rest of us," _he said.

He was still chuckling as he and Jack returned to the main area. As they came in, June caught sight of them. "Hi, Ship!" she said.

_"__Hey, Julie,"_ Ship replied.

Jack wasn't as excited to see his mother. "What are you doing here?" he asked.

June put her hands on her hips. "Can't I stop by to check on to see how my son is doing?" she asked, teasingly. She then switched topics, asking, "So, how is your training going?" indicating the Ultimatrix.

_"__He's coming along," _Ship answered. "_He's unlocked a new alien today."_

"Which one?"

_"__Rath."_

June let out a laugh, remembering the times when Ben turned into that particular alien. Arcee chose that time to walk into the main area. "What's so funny?" she asked.

June and Ship looked at the azure Autobot and chorused, "Rath."

Even further confused, she turned to her partner for an explanation. "New alien," Jack told her.

"What's so funny about that?"

Yuki decided to throw in her two cents. "He has personality issues," she said, joining in the laughter.

Arcee watched the laughing trio and a red-faced Jack with confusion on her faceplates. Meanwhile, Ratchet's computer let out an alert. The medic toggled a few switches and read the results.

"That's odd. That is an unusual reading for a magnetic flux," he said.

* * *

><p>Meanwhile, Ratchet wasn't the only one to pick up on the magnetic disturbance.<p>

"Are you sure it is the weapon?" The speaker was a towering grey mech with a fusion cannon mounted on his right arm. He was talking to a slim purple mech with a screen for a face. These two were Megatron, leader of the Decepticons, and Soundwave, his communications officer.

The slim mech just stood there, his silence saying everything.

Megatron turned to the window of the bridge. "If it is the weapon, it would be unfortunate if the Autobots would use it against us."

"Lord Megatron." The two Cons turned to look at the newcomer on the bridge. This was Breakdown, a dark blue Decepticon. He was partners with Knockout, although most of the Vehicons wondered how he put up with the vain medic. He was also one of the more caring Decepticons, at least towards the drones.

"Allow me to retrieve the relic for you," the bulky mech finished.

Megatron raised an eyebrow. "If you were bested by humans, what chance do you have against Autobots?" he asked.

What Megatron was referring to was the fact that Breakdown had recently been captured by MECH who then attempted to take him apart. He had only escaped thanks to the efforts of his old rival, Bulkhead.

Breakdown scowled. "Believe me," he said. "What I have lost, is a constant reminder that I must never fail you again," he said, indicating the patch that covered a missing optic.

* * *

><p>Bulkhead skidded to a stop and let out a laughing Miko and Raf. However, their laughter stopped when they saw that June was there.<p>

"Remember when this used to be a _secret _clubhouse?" Miko asked.

Raf shrugged and waved to June. "Hello Miss Darby," he said. "Don't worry, we were wearing ous seatbelts."

June smiled. "I'm sure you were," she said. Turning to the young exchange student, she said, "Hello, Miko, how's school going?"

"Why? What'd you hear?" she asked.

Looking at a suspicious Miko and still trying to figure out what Ship, Yuki, and June had been talking about, Arcee decided to move on to her original purpose before she blew a logic circuit. "Ready, Jack?" she asked.

Eagerly, the Ultimatrix bearer jumped up. "Yes!" he said.

"What's going on?" asked June.

"Arcee's upgrading her tracking system, and I'm helping her test it," Jack explained.

June looked at Arcee. "It's just a routine diagnostic," she said.

June raised an eyebrow. "And why does you need Jack for that?" she asked.

Arcee looked down and let out a low growl.

June turned to Jack. "And besides, how are you going to help test it?" she asked.

Jack grinned and activated the Ultimatrix. After scrolling through the selections, he came to his desired form and slapped the dial.

When the green flash had died down, standing in Jack's place was a white alien. He was about three feet tall and had what looked like headphones covering his ears, which were connected to a small box on his back which had the number '10' displayed. The Ultimatrix dial was displayed on his chest.

"ECHO-ECHO!" cried Jack when the transformation was done. He looked at himself and spoke in his echoing voice. "Oh. Come. On. This. Is. As. Far. From. The. Whisper. As. It. Can. Get."

Ship shook his head. "_Actually, I think Rath would fit that criteria,"_ he said. And then he started chuckling quietly to himself.

"Oh. Ha. Ha."

Raf and Miko shot each other a confused look and shrugged.

Still projecting a sense of amusement, Ship then spoke up. "_You might want to hold on before testing, Arcee,"_ he said. _"I don't think the Ultimatrix has enough power for another transformation."_

"Then you can help Bulkhead track this magnetic disturbance I've found," said Ratchet.

Arcee nodded. "Very well," she said curtly, before walking into the swirling vortex followed by the green Wrecker.

* * *

><p>Breakdown looked up from the scanner in his servo. "Right here," he said, transforming his other servo into a hammer and smashing away at a particular spot. He soon unearthed something that looked like a metal handle with two buttons on either side of the 'grip.' He looked over his shoulder, then shrugged as he picked up the device.<p>

He looked up, hearing a light clatter. Standing up, he engaged his shoulder cannon and reengaged his hammer. Scanning the area, he at first saw nothing, but then, debris fell on his helm. He looked up to see a familiar spider-bot standing above him.

Airachnid chuckled and launched herself at him, knocking him back and the artifact out of his hand. She skittered over to it and picked it up. "For me?" she asked. "You shouldn't have."

"I didn't," Breakdown said, before landing a heavy blow on her faceplates with his hammer, and causing her to drop the artifact.

"I've heard rumors about a rogue Decepticon," he said. "How about I hogtie you and drag you in?" After his last statement, he raised his hammer for another blow.

She dodged it this time. "A primitive type," she commented. Dodging another hit, she climbed back up the rock she had been on when Breakdown had first noticed her. "Not much for depth perception anymore, are you?" she asked, referring to the optic patch.

"Not much for looks anymore," he said, before shooting off his shoulder rocket.

She dodged it and used the dust as a cover to escape. Breakdown remained on guard, waiting for her next attack. However, he was unprepared as it came from underneath him. While he was dragged underground, he lost his grip on the relic and it landed a few meters away.

For a moment, the small canyon was quiet. Then the silence was broken by the sound of drilling as Airachnid came back to the surface. She walked over to the artifact, commenting, "It was a lovely burial."

Breakdown could be heard yelling from his hole, but it was muffled. Unable to resist, Airachnid said, "Sorry, couldn't quite understand you."

Suddenly, Breakdown erupted from the ground with a loud war cry. Raising his hammer high, he charged at Airachnid once again.

* * *

><p>Meanwhile, Bulkhead was trying to get Arcee to cool down.<p>

"Arcee, June didn't mean to sound like that," Bulkhead said. "She's just protective."

"Well, I protected her son, long before she showed up. Now, she knows, and I'm not good enough," Arcee shot back. "And besides, Jack know has a device that can change him into any creature that exists in the universe."

Bulkhead didn't have anything to answer to that, until a stray thought nudged his processor. "Maybe that's why," he said.

"Why what?"

"Jack wasn't the first one to have that device," Bulkhead said. "His father was. And according to that history lesson Ship gave us, he died using that device."

"Your point?"

"June has already lost her husband," he concluded. "She doesn't want the same to happen to Jack."

"Whoa, didn't know you had it in you, Bulk," Miko said.

Bulkhead shrugged. "Sometimes I surprise even myself, Miko," he said. Then he realized who he was talking to. "Miko?"

Arcee put a digit to her comm. link. "Ratchet," she said. "Going to need a bridge."

"Wait!" said the young girl. "Don't send me back to helicopter mom!"

Arcee just looked at her.

"I just want get away from her," Miko said, sadly.

Arcee put her digit back to her comm. "Scratch that Ratchet, its only recon." Turning to Bulkhead, she added, "She's safe with us."

Bulkhead smiled and held out his hand for Miko to jump on. "Sweet!" she cried. "Crank up Track 7, Bulk!"

"Track 7?" asked Arcee.

* * *

><p>"Track 7?" asked June back at the base, unaware that the femme was saying it at the same time she was.<p>

Jack let out a silent groan. However, he was still in the form of Echo-Echo, so the sound was released as a low vibration that caused the air to thrum and the screen of one of Ratchet's tools to break, causing a reaction that was becoming fairly common around the base.

"Jack, I needed that!"

"Sorry." Jack barely had time to say that before loud metal music blasted through the speakers. The other humans plus Ship and Ratchet covered their ears/audio receptors as the harsh music rang through the base. Yuki bobbed her head to the beat, while Jack… was able to listen to it. Sure, it was still annoying, but it was down to a tolerable level. And he was also able to make out other words, such as Arcee mentioning that that music was a little loud over her comm. Bulkhead must have heard her, because, the music was shut off as suddenly as it started.

_"__A scout should be silent, but deadly,"_ said Arcee.

Jack blinked. Did his guardian just say what he thought she said?

_"__Silent but deadly has a totally different meaning on Earth, Arcee,"_ Bulkhead said.

Yes, she did.

Trying to get his mind off of his guardian's faux pass, he turned to Ship. "I. Wasn't. Affected. By. The. Music. Like. I. Normally. Was," he said. "Why. Is. That?"

Ship poked the headphone-like devices covering his ears. "_You have these on to protect you from your own sound waves," _he said._ "It would stand to reason that it would protect you from other sonic attacks."_

It was then that the Ultimatrix started beeping and Jack was transformed into his human form. "Well, perfect timing," he said.

And then the comm. came on. _"Bulkhead to base, we have found the source of the magnetic signal."_

Sensing that there was more to the Wrecker's statement, Ratchet asked, "And?"

_"__We weren't the first ones here…"_

* * *

><p>Down in the canyon, Breackdown and Airachnid were still tussling. Bulkhead, Miko, and Arcee were watching from behind a handy boulder.<p>

"Airachnid," Arcee hissed, remembering her last encounter with the spider-bot.

"And Breakdown," added Miko. "Both of your archenemies. And they're mashing it up!"

"Over that," Bulkhead said, pointing to an artifact that was being knock around by the two Cons to keep it out of each other's grasp.

"The source of the magnetic disturbance," deducted Arcee.

"So what's the plan?" asked an excited Miko.

She was scowling when Bulkhead put her on the ground.

"Miko, don't move," said the green Wrecker. "I mean it."

Having safely gotten his charge out of the way, Bulkhead engaged his wrecking ball while Arcee activated her blasters. They nodded in silent agreement to each other.

Airachnid hit Breakdown hard enough to cause him to fall down hard. She then went over to retrieve the artifact. Just before she was able to grab it, it was knocked away by a well-placed shot. The spider-con looked up where it came from and she smirked. "Arcee," she said. "And you brought another partner for me to snuff."

Breakdown looked up. "That would be Bulkhead," he said.

Airachnid huffed. "Who asked you?" she asked.

"Launch me," Arcee instructed.

Bulkhead held out his servo, and Arcee put her foot in it. Giving a mighty heave, Bulkhead launched the femme into the air. On her downward descent, she began firing on the two 'Cons. Upon landing, she charged at Breakdown. He was about to return the favor, but Airachnid jumped in front of him. "She's mine," she said, before turning away.

Breakdown only had a moment of confusion, before he was hit in the faceplate by Bulkhead's wrecking ball. The green Wrecker turned to his partner. "Watch out for the…," he began.

"Got it," said the femme, before engaging her arm blades.

Miko watched the four aliens fight. "Acree and Bulk work so well together. Well, smackdown for the scrapbook," she said, before pulling out her phone.

Back on the canyon floor, the 'Bots and 'Cons were now fighting their respective enemies. Arcee and Airachnid were engaged in a deadly dance of blades, while Bulkhead and Breakdown were trying to overcome each other through brute force. The two heavy hitters were at a standstill, until Bulkhead head-butted the 'Con and sent him stumbling away. Also at the same time, Arcee had hit Airachnid in the waist, which sent her flying into a dazed Breakdown, causing both of them to land in a heap.

Breakdown recovered faster than the spider and picked up the artifact. He smirked and picked it up. "Thanks," he said as he activated it.

"Do you even know what that does?" asked Airachnid. "It isn't a toy!"

Breakdown didn't pay any attention to her and started pressing buttons on the holographic display that came up.

Not wanting to be hurt as a result of Breakdown's tinkering, she made a break for it. Arcee noticed this and started shooting, prompting Airachnid to drill underground to avoid being blasted.

Miko was about to take another photo, when an unseen force pulled her phone out of her grasp. "Hey!" she cried as it flew away.

Breakdown, noticing the orbiting phone, put two and two together and thrust the artifact forward.

Bulkhead was about to charge towards Breakdown, when his feet were pulled out from underneath him. "Hey!" he cried as he was pulled forward.

Arcee was still blasting into Airachnid's exit hole, when the same force pulled her backwards. "What's… going… on?" she ground out.

Breakdown smirked as he levitated the two Autobots in the air and chuckled. "What's this switch do?" he asked before activating said switch.

What happened first was that Miko's phone hit Bulkhead's chest. Then he and Arcee were thrown violently back into the canyon wall where they were hidden in a cloud of dust.

Breakdown laughed. "Megatron's gonna love this," he said, before transforming and driving off, while Miko made her way to the downed Autobots.

Upon reaching them, she said, "Bulkhead?"

The green Wrecker groaned.

"Get up, the 'Cons are getting away! Hey, my phone!"

However, the pink device was stuck fast to Bulkhead's chest. "It won't move!" the young girl cried.

"Where's Arcee?" asked Bulkhead, looking for the femme.

"Why don't you just marry her?" said Miko.

"I'm right behind behind you," Arcee answered.

Bulkhead looked over his shoulders. "Where?" he asked.

"Let's just say, she's got your back," Miko said.

Bulkhead turned around, revealing Arcee stuck to his back with her pedes dangling off the ground. She tried to push herself off, but she was firmly attached. "Scrap," she muttered.

* * *

><p>Meanwhile, Breakdown was driving along the highway. Any other time, he would have stayed to finish his fight with Bulkhead, but he…<p>

That thought was interrupted when he was caught in a sticky web.

* * *

><p>"So, let me get this straight," said Ratchet, pinching the bridge of his "nose." "You and Bulkhead are magnetized to each other?"<p>

_"__They're inseperatable,"_ confirmed Miko.

Yuki snorted and put a hand over her mouth.

"_And the device that did this is on its way to Megatron_," Bulkhead said.

"A polarity gauntlet," said Ratchet, removing his servo. "A deceptively simple, but diabolical creation."

_"__Just tell me you can unhitch us, Ratchet,"_ said Arcee.

Yuki covered her mouth and her shoulders started shaking.

Perceptor walked over. "It may be a residual magnetic charge, providing your current… attraction," he said.

Yuki wasn't able to hold it in, and fell to the floor, rolling in silent laughter.

_"__They're not attracted to each other!"_ said an indignant Miko.

Raf stepped forward. "Doesn't Jack have an alien that can help?" he asked.

Ship turned to the young genius. _"Not currently,"_ he replied.

"Then I'm afraid that retrieving the gauntlet is our surest bet on reversing its effects," Ratchet concluded. "For once Megatron gets his servos on it…"

"He'll use it for a lot more than using than attaching notes and family photos to the fridge," finished Jack.

June nodded. "If the gauntlet is anything like Lodestar's powers, the 'Bots are in some big trouble."

Jack looked at his mother "Whose Lodestar?" he asked.

"The alien Ship was talking about."

"The good news is that the gauntlet hasn't traveled far," Ratchet told Arcee. "I would strongly advise pursuit."

_"__We can catch them faster on wheels,"_ said Bulkhead.

_"__And snap me in half?"_ Arcee pointed out.

"_Right."_

_"__Sweet! I'll take point!"_ said Miko.

_"__Not this time, Miko," _corrected Arcee.

_"__But-"_

_"__That was recon. This is war. I'm not going to risk your well-being just so you can meet your daily adrenaline quota. Ratchet, open a bridge."_

"I knew it couldn't last," he muttered. Aloud, he said, "Coming up."

_"__Oh, you sound just like June!"_ Miko said.

June raised an eyebrow. "Is that a bad thing?" she asked.

Jack froze. "Uh… er… I'm going to go over here," he said.

June looked at Ship. He raised his hands. _"I'm not getting into this,"_ he said.

* * *

><p>Breakdown blinked open his optic to see Airachnid with the gauntlet. Just as he finished focusing, she finally activated the holographic display.<p>

"It fits!" she said. "You know, a girl can never have too many accessories."

"You were a Decepticon once," Bulkhead said, trying to get her to let him out. "We could bring the prize to Lord Megatron together."

"And go back to that boy's club? Ha!" she retorted. "I struck out on my own because I don't like to share. This will provide the perfect repellant for Autobots and Decepticons alike."

* * *

><p>After Miko had gone back to the base, Bulkhead started walking to where Ratchet had said that the gauntlet had gone to. The two 'Bots were silent, the only sounds coming from Bulkhead's footsteps, and the clicking of Arcee's pedes as they tapped Bulkhead's legs. Finally, Bulkhead decided to break the silence.<p>

"Never had eyes in the back of my head before," he commented. "Or blasters to cover my rear. And you get a built-in shield." He hit his chest for emphasis.

"Bulkhead," Arcee said, "You don't really think that I sound like June, do you?"

"Umm…"

"She's overprotective. I'm just… protective."

"Totally different," agreed Bulkhead. Fortunately, his scanner beeped before she could ask any more awkward questions.

"The gauntlet's close," he said. "Got my back?"

Arcee rolled her optics. "As if I have a choice?"

Bulkhead approached the abandoned gas station and engaged his blaster. A softer whined signaled that Arcee had done the same with hers. The green Wrecker walked around the gas station, keeping an optic out for both 'Cons.

When he came around the station, he saw Breakdown webbed up and Airachnid crawling down from the rooftop. "I guess Arcee isn't too far behind," she said.

"You could say that," Bulkhead said.

He ignored the nudge in his back.

"Blaster and hands in the air, and turn around."

"Whatever you say," said Bulkhead as he complied.

When he had turned around, Arcee began blasting Airachnid, who backed up out of shock. One lucky shot hit the gauntlet, which knocked it out of her hand and activated it. It began drawing all metal in the vicinity toward it, until it ripped Breakdown from his restraints and he shut it off.

"Still up for a truce, muscles?" Airachnid called over to Breakdown.

"Only because I hate Bulkhead more than I hate you," was the 'Con's reply.

Bulkhead and Breakdown started slugging it out, while Arcee and Airachnid traded blows. Arcee was doing better than she usually did, since she could use all of her limbs, while Airachnid had to keep at least three on the ground at all times. However, the downside of this position became evident when Breakdown landed a good left hook on Bulkhead's faceplate. The resulting momentum sent Bulkhead turning to the right, carrying Arcee along and throwing her off.

"Bulkhead!" she said. "Could you hold still?"

"My bad," he said before he hit Breakdown with an uppercut and put him out of the fight for a while.

With Breakdown seeing stars, Bulkhead turned around. "Need a hand?" he asked, preparing to fight Airachnid.

"No, she's mine!" protested Arcee.

Meanwhile, Breakdown had shaken off the cobwebs and decided to make use of the gauntlet. "Two 'Bots, one stone," he quipped as he used the gauntlets power to throw a metal oil derrick at the 'Bots.

Arcee saw the incoming projectile, and cried, "Bulk, duck!" Of course, this had the effect of Bulkhead turning to see what she was talking about and getting whacked under the chin.

Bulkhead landed on his back in a daze with Arcee underneath him trying to get loose. "Bulkhead, get off of me!" she said.

"Pinned like a bug," mused Airachnid. "Of course, I can think of one permanent way out of your predicament," she finished, activating her spider legs.

"I'll take topside," Breakdown said, readying his hammer. He swung it down, but Bulkhead chose that moment to wake up and catch it. With a great heave, he threw him into Airachnid, also causing him to drop the gauntlet.

Bulkhead stood up and Arcee popped up right beside him. "I'm free," she said.

The femme then ran toward Breakdown, kicking the gauntlet away from him and then she jumped on his back. With his faceplate at her level, she began punching him. However, he soon recovered and slapped her away.

Meanwhile, Airachnid had gotten up to see Bulkhead standing between her and the gauntlet. "Wanna dance?" he asked mockingly.

She huffed. "You're not my type," she said. When the green Wrecker charged her, she assumed her spider-mode and activated her drilling function, blinding him.

"Scrap," he muttered.

Airachnid reached the gauntlet and activated it. "Let's leave the boys to themselves, shall we?" she said.

Arcee was about to land another hit on Breakdown, but her servo was caught in the magnetic force, which dragged her over to Airachnid and bound them both by the wrist. "That would be the 'up-close-and-personal' setting," said the spider-con.

The two brawlers roared at each other and started throwing punches. They kept trading them, until Breakdown knocked Bulkhead into a stack of oil barrels, to which the Wrecker responded with a blaster shot that sent the blue 'Con into another oil derrick.

Back with the two femmes, Arcee was in a predicament. Airachnid summed it up when she said, "One hand tied, five more to play with."

To that, Arcee shot back, "Quality, not quantity." She then forced the servo holding the gauntlet down and turned it off.

Taking advantage of the cessation of the magnetic force, Arcee forced Airachnid off of her and activated the gauntlet. The spider-con charged at the blue femme, but Arcee hit a switch, and Airachnid was forced away by the force.

"Opposites do not attract," quipped Arcee.

Bulkhead and Breakdown activated their respective melee weapons and charged each other, only to be repulsed. Undaunted, Breakdown shot a missile toward Bulkhead, but it bounced off of the green Wrecker's arm back to its sender. However, the same thing happened with Breakdown, and the missile exploded in the sky.

"We can't touch metal," said Breakdown.

"We're polarized!" exclaimed Bulkhead.

"Wrong button," said Arcee and she pressed it again. However, after she did, Airachnid shot a web string and snagged it.

"Always leave on a high note," she said, before transforming into her helicopter mode and taking off.

"Bulkhead, the gauntlet!" Arcee cried.

The big Wrecker moved at a speed one would think that he couldn't achieve with his size and caught the 'Con before she flew out of his reach. Of course, Airachnid couldn't carry the full weight of Bulkhead, and she began to lose altitude. Breakdown saw that he was in the crash zone, and tried to get out of it, but Bulkhead threw Airachnid at him, knocking both bots out and sending the gauntlet rolling on the ground to Arcee, who picked it up.

"Let's finish this," said Bulkhead.

"And risk becoming twins again?" Arcee pointed out, and then thought on it. "However, we could…"

* * *

><p>When they returned to base, Arcee gave the gauntlet to Ratchet while Bulkhead spoke. "Souvenir, but…"<p>

"We don't advise indoor use," finished Arcee.

_"__Are they seriously finishing each other's sentences?"_ asked Ship.

"Hey, Miko," said Bulkhead. "Check it out. New battle scars!"

The exchange student ran over to check them out and to reclaim her phone from Bulkhead.

Jack approached Arcee. "Arcee!" he said. "I'm ready to…" However, June placed a restraining hand on her son.

"Let the adults talk," June said and she walked over to Arcee, who tilted her helm down to better talk to her. "I think I owe you an apology."

Arcee blinked, confused. "How?" she asked.

"I worry about Jack," June said. "Especially since he received the Ultimatrix…"

She looked over at her son who was messing with said device.

"Jack and I have always been close," she continued. "Ever since I lost Ben…" She faltered for a moment, then took a deep breath and continued. "I guess it's just… hard for me to accept all that is changing."

Arcee smiled. "I think we are all a bit guilty of staying attached the way things were," she said.

June looked up and smiled. "When Ben was alive, we talked about the possibility of Jack becoming a Plumber. And while we didn't think he would get a partner like you, I think you have done well so far."

"Thank you."

Before they could continue their conversation, there was a flash of green light and everyone turned to look at Jack. Or at least, the alien he had turned into. It was a bipedal humanoid, with crab pincers for hands and two arched shoulders. It was colored yellow and black, and its steel grey head was hovering in between the arches.

The new being cried out, "LODESTAR!" When it talked, its mouth didn't move.

Jack looked himself over. "Well, of course you unlock it now," he said to the Ultimatrix.

Yuki fell to the floor, howling with laughter.

* * *

><p>Megatron watched as Breakdown approached him on the Nemesis. "You dare come back with nothing?" he asked coldly.<p>

Breakdown looked back at the lord of the Decepticons. "I don't come back empty-handed, master." With that, he turned around to reveal Airachnid stuck on his back.

Although he was surprised, Megatron hid it well. "Airachnid," he said. "It has been a while."

"My liege," she said. "What can I say? It's good to be back."

* * *

><p><strong><em>And that's a wrap.<em>**

**_And we have two new aliens: Lodestar and Rath._**

**_I have to admit it, I love Rath! He's so funny! I just had to add him in. By the way, I have something planned for him in an original story arc of mine. I'd tell you, but spoilers. I can tell you that you won't expect it, though._**

**_If June seems more accepting about Jack being in danger, its because she is used to Ben going into danger. Although that's not to say that to say she doesn't worry._**

**_So, what do you think? Please review and submit any characters or aliens you want to see. I really appreciate those._**

**_-Bibliothekar of the LibraryNexus_**


	7. Chapter 6: Sinking Feeling

**_And here we are, digging down to 'Rock Bottom.'_**

**_(Dodges shoe.)_**

**_Sorry, I just had to say that._**

**_I don't own Ben 10 or Transformers Prime._**

Prime 10: Sinking Feeling

"We're supposed to be at a rock concert!"

Jack groaned. He was lying on the ground, relaxing in the sun. The reason he was here was that he had been training for the past two days and had jumped at the chance to go outside the base with Bulkhead and Arcee on a mission to check out an abandoned Energon mine.

The downside? Miko had to have come with them.

"But all I see is rock!"

"Relax Miko," Jack said. "The concert doesn't start for two hours.

Miko glared at Jack. "Do you know how long I have waited to see Slash Monkey?" she asked.

"Uhh…"

"FOREVER! And it's their only U.S. date!"

"Well, there's a shock. I mean, who doesn't love obscure Bulgarian shriek metal?"

Miko glared daggers at him and was about to give him a piece of her mind, when Arcee and Bulkhead came out of the mine. They were talking to each other. "By all appearances, the mine's been stripped," Arcee was telling Bulkhead.

"But, I'm getting a signal," protested Bulkhead. "It's faint, but it's definitely Energon."

"Whoa," said Miko, looking at the mine.

"Doesn't make any sense," said Arcee. "This operation has been abandoned four, maybe five years? And the Decepticons _never_ leave Energon behind."

That was when Miko jumped off the rock she had been standing on and ran into the mine.

"Uh, guys?" said Jack. When the two bots looked at him, he pointed at the cave.

"COOL!" Miko cried from somewhere inside.

"She went in?" Arcee sighed. "Unbelievable."

Jack raised an eyebrow. "Really? Have you met her?"

"Miko, get back here!" said Bulkhead, going after his charge.

"You know… it would be interesting to see," said Jack. "If, you know, it were…"

"Safe?" finished Arcee. "A stripped mine is structurally unstable, Jack."

"I promise to step lightly?"

Arcee debated with herself, and then sighed. "Just don't tell your mom," she said.

Jack did a fist-pump and followed his guardian into the cave.

* * *

><p>After Jack and Arcee had entered the mine, two aircraft approached another entrance. One of these was an old fighter jet. The other was an alien spacecraft with a big cannon mounted on the back. The alien craft transformed into the fearsome form of Megatron. The fighter jet transformed into Starscream, Megatron's second-in-command. He was a silver Seeker, a class of Transformers that could fly freely through space without the use of spacecraft. He also had the misfortune of his pedes resembling the high heels worn by the female natives of Earth.<p>

Starscream approached his master, slouching as usual. "Lord Megatron," he said. "While it is far from me to question your intentions, I do not understand why we have returned here… alone."

Megatron didn't say anything, he just walked into the entrance.

"Every last scrap of Energon was extracted a long time ago, there's nothing left."

Finally, the tyrant spoke. "Indulge me Starscream, won't you?"

Seeing no other option, the Seeker followed his leader into the cave.

* * *

><p>Bulkhead caught up to Miko inside of a huge cavern. "Whoa!" she said. "This would make an awesome rehearsal space!" She then began shouting and listening to the echoes.<p>

Bulkhead shook his helm at his charge's antics while checking his scanner. Suddenly, the screen turned green. He activated his comm. "Arcee, I've found something."

* * *

><p>"Bulkhead, could you repeat that?" said Arcee. "You're breaking up." She then frowned. "The mineral composition in this cave must be interfering with our comms."<p>

* * *

><p>Meanwhile, Bulkhead had come to the same conclusion. "Oh, well," he said. "Ratchet's going to want a sample." With that, he transformed his servo into his wrecking ball, and approached the wall where the signal was the strongest.<p>

* * *

><p>In a different part of the mine, Megatron and Starscream had just came across several Decepticon drills. "How intriguing," said Megatron.<p>

Starscream growled. "Incompetent fools!" he said. "This mining equipment should have been relocated! Why is it still here?"

"The most valid question."

"My apologies, Master. I believe Soundwave was in charge of coordinating transport." He faltered for a bit when Megatron shot him a glare. "But, in fairness, during your interstellar travels, we all had to assume additional responsibilities. Clearly, mistakes were made."

"Yes, clearly," Megatron said with narrowed optics. He then approached the wall and smashed a servo through it. When he pulled it out, he held a huge chunk of Energon. "Every last trace extracted, eh?"

Starscream nervously chuckled. "I can explain?" he said.

"Explain what? That you have been hoarding an extra supply of Energon for your personal use?" Megatron said as he dropped the piece on the ground.

"No! Not exactly…" Starscream stopped when Megatron crushed the piece under his pede.

"Do not take me for a fool, Starscream!" he growled. "I have been wise to your transgressions from the beginning. Not only did you pluck the Dark Energon from my chest in a failed attempt to snuff out my spark, but you've tried to raise your own undead warrior with it! It's no secret that you lost an arm in the process, which you since had replaced."

"You know about that?"

"Soundwave is quite competent at surveillance, I can assure you," Megatron said. "The fact is Starscream, despite your treachery, I've allowed you to carry on this long, because I took a certain delight in following your string of failures. But you've finally become tiresome, predicable… you've hit rock bottom."

Starscream fell to his knees as Megatron aimed his fusion cannon at "No, please Master!" he said. "Give me one more chance. I beg of you!"

* * *

><p>"Did you hear something?" asked Jack.<p>

Arcee nodded. "Might be Miko and Bulkhead," she answered and they followed the voices.

Jack and Arcee turned the corner to see Megatron and Starscream, who were just as surprised as they were to see them.

The two sides stared at each other. Then Arcee readied her blasters while Jack activated the Ultimatrix and selected the first alien that was available.

When the green flash died down, in Jack's place was Lodestar. "Freeze," he said, pointing his claws at Megatron and Starscream and trapping them in his magnetic field.

"What the Pit is going on?" cried Megatron.

Jack smirked. "That would be my magnetic…" Before he could finish, he was hit in the head by a shot from a missile that Starscream had shot off in nervousness. The blast knocked it clear off his shoulders. "Oh, come on!"

Now lacking guidance, Jack's body released the magnetic forces holding Megatron and Starscream and began searching for his head. Arcee and the two 'Cons watched as its antics for a while, until Starscream transformed and flew away.

"Starscream!" cried Megatron. "You dare abandon me?"

"He's known him for how long?" muttered Jack while Arcee began shooting at a distracted Megatron. The Decepticon leader began shooting back, but a stray shot hit the ceiling, which caused it to break, and then to collapse on top of him and sending him and Arcee down to the next level. Jack barely had time to cry out before his head followed them.

* * *

><p>Starscream was almost at the exit, but the falling rubble caught up to him and he was buried also.<p>

* * *

><p>Bulkhead stood up and sighed in relief. He had successfully protected Miko from the falling rocks. "Now, let's get you out of here before anything else…"<p>

Just then, a huge boulder started falling toward them. Instinctively, Bulkhead reached up and caught it.

"…happens." He then saw the position he was in. "Oh, scrap."

* * *

><p>Jack blinked when the dust settled down. His head was resting on a pile of rocks. He guessed he was lucky that it wasn't buried.<p>

He tried calling to any of his teammates. "Arcee! Bulkhead! Miko!"

He soon saw a shape stumbling towards him. If his face wasn't immobile, it would have been split in a grin. Miko had found him.

The excitement soon faded as he realized what was really approaching.

"Ah, scrap-Ow!"

* * *

><p>At the mine entrance, a clawed servo bursts out of a pile of rubble. It is soon followed by Starscream. The silver Seeker falls to his knees, hacking to clear the dust from his systems.<p>

After he had cleared the majority of dust from his vents, he turned to look at the dark hole from which he had just exited. After staring at it for a while, he let out an evil laugh.

"Predictable, Master?" he said. "Is that what you called me? Well, who has hit rock bottom now?"

He put a servo to his audio receptor. "What's that? I can't hear you from underneath all that rubble!" he gave off another long laugh. "Farewell, Megatron. May you rust in peace!"

With that, he turned on his heel and started walking to a clearing where he could take off, but then froze as he realized something. "But you have survived far worse," he said, remembering when he found him still online after the Decepticon spacebridge had exploded. "And if you manage to free yourself, you would blame me for this setback. And there would be no place I could go to escape your wrath."

He stiffened as thought of something else. "And if one of your mindless followers finds you, they would take credit for your rescue, credit that should rightfully be mine!"

Starscream clenched his servos and shouted to the sky "GRAAA…MEGATRON!"

* * *

><p>Miko stood up, rubbing her head. Looking around, she saw Bulkhead holding up a huge boulder. "Did I do that?" he asked.<p>

"Don't think so," said Miko replied.

"You okay?"

"Naturally. How about you?" she asked as he turned his headlights on.

"Just peachy," he deadpanned.

Miko looked up and her eyes widened. "Whoa!" she said.

"Don't worry," Bulkhead said. "I've got it under control."

Miko said, "Keep raising the roof, I'll try to give us out." With that, she turned and lifted a small rock out of the way.

"Hope Jack and Arcee are okay," said Bulkhead. "Cause we certainly could use an assist."

Miko kept moving rocks for a couple minutes, until she had to take a break. When she did, she saw that she had barely made a dent in the huge pile.

"I hope Jack finds us soon," she said quietly.

* * *

><p>In another cavern, Jack was having problems of his own.<p>

"Okay-Ow," he said as his body kicked his head again. "Things could-Ow-be worst-Ow. Not-Ow-sure how, just trying-Ow-to be positive-OWW!"

Fortunately, his body tripped and fell down with his head in between the arches. With his head in the proper position, he regained control over his body. Looking at the Ultimatrix dial, he decided to turn back to human to conserve on power. So, with a green flash, he was back in his normal form.

"Ship could have told me about that," he muttered. "I mean, how hard is it to say that Lodestar's head can be knocked off?"

Besides planning revenge on a certain Galvanic Mechamorph, Jack was checking out his surroundings, seeing if there was anything that would be useful. Soon, he came across a fairly undamaged Decepticon drill. "This could be useful," he said and walked over to it.

* * *

><p>Miko put down the rock she had been carrying and paused to wipe the sweat off her brow. She went to the rubble and tried to pick up the next one. However, she couldn't pick it up, no matter how hard she tried. Finally, she gave up on it and sat down.<p>

Bulkhead noticed this and said, "Miko!"

"Whew… don't worry," she said. "I'm still feeling strong." However, her trembling limbs betrayed the truth.

Bulkhead noticed this. "No, you're not."

"I just… need to rest… a minute."

"Miko, listen to me. There's limited air down here. If you use up the oxygen too quickly-"

Miko gasped. "We could suffocate!"

"Not we, you. Autobots don't need to breathe."

"Right, smack down in outer space." What Miko was referring to was a space battle in which the Autobots had faced off against the Decepticons during an attempt by Megatron to raise an army of Cybertronian undead. "So… what if I slow down? Breathe less?"

"No!" said Bulkhead. "You need to stop right now!"

"But I've got to get you out!" protested Miko.

"Don't worry," said Bulkhead. "I'm good."

He hoped that she didn't hear his gears creaking.

* * *

><p>Looking over the drill, Jack quickly came to a conclusion.<p>

"I have no idea how to work this thing."

He eyed the Ultimatrix. "But, maybe I have someone who does," he said turning it to his desired form and hitting the core.

There was a green flash and standing in Jack's place was a blue and green Cybertronian. He stood about thirty-five feet tall, with a jet nose on his chest and a pair of wings on his back. The Ultimatrix dial was displayed below the cockpit.

"STARSTRIKER!" cried Jack. "Now, can I read the controls?"

Taking another look, he saw that the change in species had also enabled him to read the alien writing. "What do you know? Weird science wins again."

Jack sat in the driver's seat. "Okay, Starstriker," he said. "It's just like riding a bike. A two-ton alien drilling bike."

Jack pressed the power button and the drill started up. He grinned as it started boring through the earth.

"Roll out," he quipped.

* * *

><p>Miko lifted her head. "Do you hear that?" she asked.<p>

Bulkhead tilted his helm. "Yeah," he said. "It sounds like… drilling?"

"It must be Arcee or Jack!" said Miko. She tried calling out to them, but it was too weak to be heard through the rock pile.

Bulkhead thought furiously. His internal sound system was shorted out, so he couldn't use that. And Miko wouldn't last much longer. He had to somehow make enough noise to catch the attention of whoever was driving the drill…

His optics fell on a good-sized rock beside his pede. "Miko!" he said. "Hit that rock against my foot!"

"What?"

"Don't worry, I'm tougher than I look."

* * *

><p>Jack was unprepared for the rock particles that started hitting his faceplates. He flinched and a visor slid down and protected his face. "Didn't expect that," he said. The visor covered his whole faceplates and had a screen in the shape of a Y that somehow didn't get in the way of him seeing normally.<p>

He refocused his attention on the rubble pile and grinned when he felt the drill break through into an open space. He pulled it back, anxious to see which one of his friends he had uncovered. The grin faded when he saw who he had really dug up.

Megatron looked up at his would-be rescuer. "I suppose helping those less fortunate would be out of the question?"

Jack didn't say anything.

Megatron looked at him. Specifically at his chassis. "So the rumors are true," he said. "That a device exists that has the capability of changing its bearer's race."

Jack still remained silent.

Megatron gave a weak laugh, and said, "If you're not going to rescue me, then you might as well kill me now. I guarantee that you will never have a more opportune time... Ultimatrix bearer."

Jack was silent. He could. He could run the drill through Megatron's head right here and now. It was easy to see the good consequences of this action. The galaxy would be free of Megatron's tyranny. He would be a hero like his father was…

Except his father wouldn't had done it this way. From Ship's stories, his father had taken great pains not to kill his foes. In fact, the only one he had killed was Vilgax in his final battle. Jack knew that if he took Megatron down this way, he would be going against his father's legacy.

Megatron, noticing Jack's indecision, said one more thing. "Optimus would."

Jack's helm snapped up. "No, he wouldn't," he said strongly. "At least, not like this."

With that, he turned the drill around, and started looking for his friends.

Megatron shot off one last warning. "I'll be sure to share our conversation with Optimus… the day I rip out his spark!" he cried. "And next, I will tear that device off of your cold, lifeless chassis!"

Jack rolled his optics. "And the next thing you see will be my aunt tearing you to shreds and throwing what's left into the sun," he called back. "And that's if my uncle or great-grandpa doesn't get to you first."

Megatron watched the strange mech drive off, and then worked to free himself. He made a mental note to have Soundwave find out who this shapeshifter was.

* * *

><p>Miko kept banging the rock on Bulkhead's foot, until she heard a creaking noise. "What was that?" she asked.<p>

Bulkhead grew worried. "My arms are starting to give," he said.

Miko looked up wide-eyed. "How long?"

"I don't know," said Bulkhead. "Just keep it up."

Miko resumed banging. Soon, however, she had to stop because of fatigue.

"How close are they?" asked Bulkhead.

"Don't know," panted Miko "Sound is all… freaky in here."

Just then, the pile of rubble began to shift. "Yes!" Miko cheered. "Arcee found us!"

The pile cleared away to reveal Starscream. "Let that put any doubts of my allegiance to… rest…"

"Oh, come on!" cried Miko.

"Miko, behind me. Now!" ordered Bulkhead.

"Well, well," said Starscream. "If it isn't Bulkhead and his pet vermin." He looked up at the boulder Bulkhead was holding up. "My, I see you got your hands full, Autobot."

"Do whatever you want to me, Starscream. Just let the human go!"

"No!" said Miko, holding onto Bulkhead's ankle. "I'm not leaving you. Besides, I want to see Screamer get what's coming to him."

Starscream frowned. "And why do you say that?" he asked.

Miko met his glare confidently. "Because Jack is going to kick your aft."

Starscream grinned. "And what could Jack do to me?" he asked mockingly.

Just then, the far wall crumbled and a strange mech came in driving a Decepticon drill. He had a visor covering his faceplates, but Bulkhead and Miko recognized the Ultimatrix dial on his chassis.

Starscream, on the other hand, had a different reaction. "R-Blade?" he said. "Impossible! I off-lined you!"

Jack looked at the other two, evidently confused.

Starscream was backing up, trembling like he had seen a ghost. At least until he had backed up into Arcee with her blaster drawn.

Jack grinned. "Nice timing, Arcee," he said.

She shot him a half-smile of her own. "You weren't half bad yourself, Jack," she said.

This had the effect of confusing Starscream even more. "Jack?" he repeated.

"What do we do with him?" asked Miko.

"And can someone help me over here?" interjected Bulkhead.

Arcee looked at Starscream and her expression hardened. "Raise your servos," she said.

Starsrceam looked up, and his wings drooped.

* * *

><p>At one of the entrances to the mine, a green off-road vehicle and a blue motorcycle drove out of it. Outside, Miko got out of Bulkhead, and Jack dismounted Arcee, and both Autobots assumed their bipedal forms. "We should finish them now," said Arcee.<p>

"Shame we didn't bring any gernades," said Bulkhead.

"Would Optimus… finish them?" asked Jack.

The two Autobots exchanged a glance and shook their helms.

"That's what I thought."

"Let's go home," said Miko.

Jack raised an eyebrow. "I thought you wanted to go to your concert."

Miko waved a hand. "I'll just have Ratchet bridge me to the next one," she said.

Before Jack could answer, his phone rang. He pulled it out and looked at the caller I.D. and groaned. Flipping it open, he said, "Hi Mom."

_"__Hey, Jack,"_ she said. _"How was your day?"_

Jack sighed and rubbed his temples with his free hand. "That's a long story," he said.

* * *

><p>Starscream was holding up the boulder Bulkhead was previously holding. His limbs were trembling with the effort of holding it up.<p>

Just when he thought his limbs were about to snap, he noticed someone standing in the entrance. He turned around to see Megatron standing there, optics staring straight at him.

"Lord Megatron!" Starscream said. "You are free! Praise the All-Spark!"

Megatron didn't say anything, he just stared at the cowardly second in command.

With the full might of Megatron's fury directed at Starscream, the Seeker was reduced to a quivering mech. "I did not abandon you, master," he said. "I came back to save you!"

This stopped Megatron. "Save me?" he asked, raising an optic ridge.

The SIC whimpered. "Look into my spark," he said. "My intentions were pure!"

Slowly, Megatron's frown turned into a malicious smirk.

* * *

><p>Jack sat in the kitchen, holding a glass of water in his hand.<p>

It has been one day since the mine incident, and Megatron's words were still weighing on his mind. He could have ended the war then. Jack thought that he was doing the right thing, but what if the Autobots would lose the war because of his actions.

He had spoken about it with Optimus, and the Prime had applauded his actions. Yet, he couldn't shake the feeling that he had done the wrong thing.

He was still brooding on it when June came into the kitchen. She recognized the pensive look on Jack's face from nights when Ben would come to her with something heavy weighing on his mind.

"Jack, what's wrong?" she asked, concerned for her son.

Jack turned and told her about his encounter with Megatron in the mine, and what the warlord had said, and his doubts on the rightness of his actions.

June shook her head and pulled her son close, stoking his hair like she used to do when Jack was young. She wonder what to say to her son to help him.

And then she had it. "Do you know why Ben had the Ultimatrix?" she asked.

Jack shook his head.

"It wasn't because he was the greatest warrior, or the smartest. It was because he used it the best for it."

"What do you mean?"

"Azmuth originally meant the Omnitrix to be a way to improve relations between different alien species to literally allow them to walk a mile in another's shoes. It was never meant as a weapon of war.

"Ben was the only one to see it that way. He has used it as a toy, a hero device, yes. A weapon of war? No. And that what convince Azmuth to allow Ben to keep the Omnitrix and later the Ultimatrix.

"Jack, Ben wouldn't have killed Megatron. And if he were here today, he would have been proud of you."

Jack sighed and leaned back in his mother's embrace. For the first time since the mine incident, he felt at peace.

That peace was interrupted by a horn from outside. Jack went to the front window to see Miko waving from inside Bulkhead. He shook his head, and went outside to go with her to the base.

* * *

><p>Outside the Darby residence, someone watched as Jack ran out to join his friends. This mysterious figure smiled at what he had just heard in the Darby kitchen.<p>

"Jack has taken the next step to becoming a true hero," said Paradox, while watching the green Autobot drive by with the Ultimatrix bearer. "But, I hope he's ready. A great darkness is rising, and he will need all his strength to face it.

He then chuckled at a private joke. "But first, he will have to survive the music of Slash Monkey."

* * *

><p><strong><em>And that's another one. Three guesses as to what Paradox is referring to.<em>**

**_Credit goes to a friend of mine for suggesting Jack's Cybertronian form (you know who you are)._**

**_I was about done with this when I thought up the scene between Jack and his mom. It was my first time writing a scene like that, but I like to think I did good on it. Let me know what you think._**

**_As always, send in your reviews, plus aliens and characters you want to see._**

**_-Bibliothekar of the LibraryNexus_**


	8. Chapter 7: Memory

_**And now we go to 'Partners.'**_

_**Do I really have to keep doing the disclaimer?**_

_**I don't own Ben 10 or Transformers Prime.**_

Prime 10: Memory

"I have been a fool. Made mistakes. Monumental ones. I now realize that I was never destined to be leader, or even an equal partner. And I am at peace with that. I have gained a clear understanding of my place in the universe. Of who I am. Of who I was meant to be. Starscream: second-in-command, humble servant to Lord Megatron. Thank you for listening, Soundwave."

The intelligence officer didn't even look up from his work.

Starscream left the silent spy and went up to the bridge. There, Megatron was looking over something Airachnid was showing him. Starscream frowned. Ever since the spider-bot had joined the Decepticons, she had been rubbing the Seeker the wrong way. However, he couldn't put a digit on it.

Currently, Megatron was scowling even more. "Is this true?" he asked.

"Starscream never mentioned it," she answered.

"If he's up to his old tricks, I'll grind him to powder," he growled. Starscream chose this moment to clear his throat (**_AN: Can they do that?)_** to inform them that he was in the room.

"Lord Megatron," he said. "Please pardon Airachnid's impertinence. Now, what is it that I have allegedly failed to mention?"

"The _Harbringer,"_ said Megatron.

"What about it?"

"It was a Decepticon transport that crash-landed on this planet eons ago," said Airachnid.

Starsceram scoffed. "Common knowledge," he said. "I scouted it myself when we landed on this planet."

"Then I presume that you have recovered the experimental weapon prototype that it was transporting?"

"Of course I did. Wait, what weapon?"

"Where is the crash site?" Megatron asked.

"It was never logged into your database," Airachnid answered.

"You failed to record the coordinates of a Decepticon transport?" Megatron almost shouted.

"An oversight, my liege," Starscream said, taking a step back. "But I have noted the exact location."

Megatron smirked maliciously. "Then you can lead Airachnid there, so that she can retrieve the prototype for me."

"My personal tour guide. How delightful," said Airachnid.

Starsceam's optics widened, then narrowed as he ground his denta.

A Vehicon below them nudged his colleague. "Bet you that one of them is going to kill the other."

"You're on," was the reply.

* * *

><p>There was a brief silence. Until a crack filled the air.<p>

Jack leapt down from where he had just impaled a Vehicon. His current form was an alien made entirely out of green diamond. He was dressed in a black sleeveless shirt with a green stripe on it, and black pants. Six spikes were on his back, and there were small blades on his elbows. The Ultimatrix dial was on a belt.

Jack, in the form of Diamondhead, jumped up from where he had landed, and onto another Vehicon. Forming his hand into a sharp blade, he gave it the same treatment he gave the first one. A blaster shot ricocheting off his back drew his attention to a group behind him. Thrusting out his arms, he shot off a wave of crystal shards, which off-lined them instantly.

Watching the holograms fade, he cried, "Next!"

_"__That was the last of them, Jack,"_ said Ship as the dark cavern faded back into the walls of the SAFE. _"I think it's time for you to take a break."_

Jack shrugged and tapped the Ultimatrix dial, returning to normal. "Yeah, I could do with one," he agreed.

_"__So, where's the other two?"_ asked Ship as they entered the main room.

"One of Raf's siblings has a birthday party," answered Jack. "And Miko's host parents took her out for, and I quote, 'a futile exercise in bonding.'"

Ship laughed. _"I bet she's having fun."_

"So, now that I got this," Jack began, tapping the Ultimatrix, "Am I going to go out on missions anytime soon?"

Ship sighed. _"It's hard to judge in these situations,"_ he said. _"If you were a normal Plumber, you would be nowhere near ready to go out into the field._

_"__That being said however, your father used the Omnitrix with little to no training, and you are already in this conflict. So, I say wait and see."_

Just then, Arcee came down from the elevator, with a distant look on her faceplates. She didn't say a word as she went down the hall presumably to her berth.

Ship tilted his head. _"What's eating her?" _he asked.

Jack shook his head. "Arcee's last partner was killed just before I saw her and Bumblebee in action for the first time," he explained. "His memorial is on the roof. She goes up there every once in a while when she has something on her mind."

_"__Oh. Were they close?"_

"Dunno. Ratchet said they were almost like siblings." Jack looked down where his partner had gone. "Whatever they were, it's going to be a long time before she is over his death."

* * *

><p>Starscream stood on the edge of a forest, impatiently tapping a pede on the ground. Eventually, a black helicopter with gold and purple highlights flew low and transformed into Airachnid. "Your chosen vehicular mode lacks… thrust," he said.<p>

Airachnid scowled. "Are you going to preen, or are you going to guide?" she asked.

"I will reveal the exact location of the _Harbringer,_ when you tell me exactly what we are looking for."

"That information is need-to-know. And right now, you don't need to know."

"Oh, you would do well to respect me Airachnid. I'll have you know that before I joined Megatron, I was Air Commander of a squad of Energon Seekers."

"On Cybertron. And this was _how_ many eons ago?"

"And just recently, I snuffed the spark of one of Optimus Prime's fiercest warriors, Cliffjumper."

Airacnid raised an optic ridge. "You snuffed an Autobot?" she asked.

"Without mercy."

"And yet, even Megatron showed you mercy when he had planned to terminate you in that mine."

"Wait, he told you that?"

"We talk."

Starscream scowled. "The wreckage is right below us. I just need to find a point of entry."

Airachnid smirked, collapsed into her spider form, and started drilling, hitting Starscream with some of the debris. When he uncovered his optics, she was below ground.

"Showoff," he muttered as he jumped down the hole after her.

* * *

><p>He ended up in a dusty corridor of a starship. Airachnid was walking down it already.<p>

"Suit yourself," he said, catching up with her. "I conducted a thorough search of this wreck years ago." Ignoring the Seeker, Airachnid went to a wall console. "What are you doing?"

"Accessing the cargo manifest," she replied. She added in a smirking tone, "Or did you not think to do that in your 'thorough' search?"

"Idiot, the ship's systems haven't been activated for eons! The Autobots could detect its Energon signature!"

* * *

><p>"Optimus!" said Ratchet. "Our sensors just picked up a Decepticon signal. But, it's ancient."<p>

"The past has a way of catching up to the present, Ratchet," the Prime said.

* * *

><p>"The weapon is located in Section 23," said Airachnid. "Which is located around…" She stopped at a dirt wall. "Here?" She took a closer look. "The ship must have broken in half during the crash."<p>

"Try in the air," said Starscream. "If you had performed actual research, you would have known that an Autobot battalion shot the _Harbringer_ out of the sky."

"And how far away is the other half?" asked Airachnid impatiently.

"I'm afraid that information is need-to-know," said Starscream, smirking.

With a growl, Airachnid launched a web at Starscream, sticking him to the wall. "What did you do that for?" he yelped.

"You tried to make me look like a fool before Megatron," she hissed. "Have me return empty-handed while you located that weapon yourself!"

"How dare you accuse me!" spat Starscream, offended. "You're nothing but a scavenger! An opportunist!"

"Aren't you one to talk?"

"Perhaps. But I have changed, seen the error of my ways. I live to serve Lord Megatron now."

"You won't live to serve anyone if you don't tell me where to find the rest of this ship right now!"

"A few clicks north of here through a stone arch. Now release me!"

"Sure," she said. "When I have the weapon in hand. That is, if I can find my way back without my guide."

"This is not funny!" cried Starscream. "I am your commanding officer. Come back here right now and cut me loose! That is a direct order!"

Airachnid smirked as she rounded the corner, only to literally bump into Arcee. The impact sent both femmes down to the floor. The rest of the Autobots stopped at the curious sight.

Bumblebee blinked. **"What just happened?" **he asked.

Arcee quickly got to her pedes at the sight of her old enemy. "Airachnid," she hissed.

"Surrender." Optimus's calm voice was a stark contrast to the underlining fury Arcee was emitting.

Airachnid transformed into her spider form and started scurrying away.

"Airachnid, you traitor!" cried Starscream.

The spider-femme started drilling at the wall and headed up to the surface. Arce managed to fit inside it and started climbing up it.

"Arcee, wait!" said Optimus. But, she was already gone.

* * *

><p>Arcee exited the tunnel above ground and started scanning the area for Airachnid, but the spider-femme popped out of the ground behind her, catching her off guard.<p>

"Arcee," she said, dryly.

"I didn't think that you would be one to reside with the Decepticons," she said.

"A temporary arrangement," said Airachnid. "You know I like working alone."

Arcee charged at Airachnid, but the purple 'Con easily dodged her attacks and soon had her pinned.

"By the way, did you add another partner to that growing list of deceased ones you have?" she said.

"Airachnid!" Optimus said as he aimed his blaster at her head. "Let her go!"

Airachnid growled and pushed Arcee into Optimus, sending him slightly off-balance. With him distracted, she transformed into her helicopter mode and flew off.

With the 'Con gone, Optimus looked down at Arcee. "Arcee, you know better than to engage the enemy on your own," he said.

"Not her," said Arcee. "Not after what she did to Tailgate." Her optics darkened as she remembered what had happened many centuries ago.

* * *

><p><em>"<em>_I don't know!" cried a bound Arcee. "Please let him go!"_

_Airachnid didn't pay attention. She just walked over to where a white Autobot was hanging unconscious. One of her three legs split and the claw on the end clicked ominously._

_"__No, please!" begged Arcee._

_For a moment, it looked like Airachnid would listen to her. But then she thrust the claw into the white Autobot's spark chamber._

_"__Tailgate!"_

* * *

><p>"She will pay," Arcee vowed.<p>

"Revenge will not bring back those we have lost," Optimus said. "Is that understood?"

Arcee closed her optics and looked away. Before she could answer, Bulkhead said, "Move it!"

She turned around to see him and Bumblebee lead Starscream out of the _Harbringer._ His wings and servos were bound in stasis cuffs, which prevented him from transforming and activating his weapon systems.

"No need to use force!" said the silver Seeker said as Bulkhead pushed him to his knees. "I'll tell you anything you want to know."

"Is that right?" asked Bulkhead.

**"****And what do you want?"** asked Bumblebee.

"I want to join your side," he said.

That caught everyone off guard as they stared at the Decepticon. Finally, Bumblebee asked, "**Seriously?"**

Bulkhead was more skeptical. "Right," he said. "And I have been lobbing with the Fallen."

"You wouldn't betray the Decepticons," said Arcee.

"Oh, wouldn't I? What have they done for me lately? Besides humiliate me, spy on me, and demote me? Megatron tried to extinguish my spark in cold blood! Then he has all but replaced me with that traitorous wretch, Airachnid! And she abandoned me! Left me for scrap! Why not rat them out?"

The other drew back a bit to discuss this, while Bumblebee watched the Seeker.

"He's right about Megatron trying to scrap him," said Arcee. "I saw it with my own optics."

"You're not saying that you actually trust Starscream," said Bulkhead with a raised optic ridge.

"Trust him? Never. But, this may be the one time our objectives align," clarified Arcee.

"You are right to be worried, Bulkhead," said Optimus. "But I agree with Arcee."

* * *

><p>Airachnid easily founded the other half of the <em>Harbringer.<em> Going up to it, she found Section 23, containing the pod and its cargo. "Be still, my beating spark," she said as she opened it.

* * *

><p>A convoy of Autobots pulled up next to a small mesa, with Optimus pulling his trailer. The Autobots transformed and Bulkhead walked up to Optimus. "Well, what you know?" he said.<p>

"Still could be a trap," Arcee added, coming up to the duo.

Optimus turned to face his soldiers. "Starscream's loyalty to Megatron has always been questionable," he said. "If he has truly split from the Decepticons, our prisoner's knowledge of their agendas would make him a powerful ally."

"As in 'let him live in the base?'" asked Arcee.

"However unlikely that scenario, every single being deserves a chance for redemption."

"Even 'Bot killers? Even Airachnid?"

"Without that hope, we may never achieve lasting peace," was the Prime's answer.

Bulkhead opened the trailer doors. "Rise and shine, Screamy," he said, pulling the Seeker out by his pedes.

The Seeker blinked as his optics adjusted to the change in lighting as he looked at his surroundings.

"Where is the ship?" Arcee demanded.

"It's through the arch, among the stones," Starscream said.

Optimus nodded. "Bulkhead, Bumblebee, you're with me. Arcee, remain here and guard our prisoner."

"Optimus, please," Arcee began. The Prime shot her a look that booked no argument. "For Tailgate," she added.

Optimus shook his helm. "Your desire to avenge Tailgate will cloud your judgment," he said and the three 'Bots went to search for the _Harbringer._

Arcee and Starscream watched as the rest of Team Prime walked through the arch. When they were out of sight, Starscream said, "Are the cuffs really necessary? My back's giving me a crick. I promise not to fly away."

"I could shove you back in the trailer," said Arcee, off handily.

Starscream stiffened, then relaxed, muttering what suspiciously sounded like, "Shutting up."

* * *

><p>A little ways away, the three Autobots were walking with their blasters armed.<p>

"Be alert," said Optimus. "Airachnid is known for attacking from below ground."

Unfortunately, she wasn't sticking to her regular strategy. This was obvious when she appeared on top of the _Harbringer _and started shooting with the staff weapon she had gotten from the ship.

The Autobots dived out of the way and returned fire. Most of them anyway.

"I've got her," said Bulkhead, taking a step forward.

Which made it kind of ironic that Airachnid's next shot hit him and froze him right where he was standing.

Airachnid smirked. "The Immobilizer," she said. "True to its name." And she started shooting again.

* * *

><p>Starscream watched as Arcee paced in front of him. "I'm not so bad, you know," he said to break the silence. "Megatron, he's the evil one."<p>

Arcee rolled her optics. "Tell that to someone who cares," she said.

"Like whom? Airachnid? Oh, what I wouldn't give to get my servos around her wretched throat."

"So we can agree on one thing."

"Oh, you have no idea. She shows up one day, the next thing I know, she's acting like she runs the place. She whispered lies into Megatron's ear, maneuvered to remove me of my rightful place."

"Well… she terminated my partner."

"What?! She's now taking credit for scrapping him too? That was my doing!"

"What? You weren't there."

Starscream froze, realizing the blunder he had just made. "Uh, of course I wasn't. I don't know what I was talking about."

"Who were you talking about?"

"No one. Who were you talking about?"

"Tailgate."

"Who's Tailgate?"

Arcee's optics widened as she figured it out, and then narrowed in fury. "You were the one. You extinguished Cliffjumper!"

"Cliffjumper?" Then his optics widened as he remembered what had happened a few months ago.

* * *

><p><em>Starscream looked up from the report he was reading to the Vehicons who were dragging an Autobot onto the bridge. He was a bright red, and he had a small pair of horns on his helm. One was currently broken off.<em>

_"__Scream," said Cliffjumper. "It's been a while." He paused to spit out a bit of Energon from his mouth. "So, where's your master?"_

_"__I am my own master!" said Starscream before sticking his talons into the red Autobot's spark chamber. "Any other questions?"_

* * *

><p>"No! No!" he said. "You misunderstand! It wasn't like you think! The troops had mortally wounded him! I was trying to help him! Put him out of his misery! He begged me to!"<p>

Arcee kicked him away. It was obvious she wasn't buying it.

"Okay! Okay! It was a mistake! I've made many, but I have changed!"

Arcee was still glaring daggers.

"You wouldn't terminate a defenseless prisoner, would you?"

Arcee looked like that was what she wanted to do. Instead, she pulled out what looked like a futuristic flash drive, and tossed it in front of Starscream.

"What is that?" he asked.

"The key to your cuffs," she replied.

"What for?"

"Cliff would have given you a fighting chance."

"No, please! I don't want to! "What's passed is passed! I'm one of you now!"

Arcee activated her blasters. Starscream let out a whimper.

"Take it!" she said.

Starscream did, but he dropped it in fear.

"You're pathetic," said Arcee, as she knelt down to pick up the key.

She didn't see the smirk on Starscream's face.

Well, not until he jabbed his talons into her side.

She gasped and her optics widened. She took a few steps back and held a servo to her wound, while Starscream casually picked up the key and unlocked his stasis cuffs. "Something wrong, Arcee?" he asked. "I thought you wanted a fight."

Her only response was to activate her blade on her free arm.

* * *

><p>Back with the others, they were having some problems dealing with Airachnid, who was forcing them to keep low.<p>

Bumblebee barely dodged a blast. The errant beam struck the rock behind him, creating a small dust cloud.

Bumblebee looked from the dust cloud, to Airachnid with the Immobilizer, and then back again. One could almost see the light bulb above his helm.

Bumblebee started shooting at the rock, raising up a big cloud of dust that hid him from Optimus and Airachnid's optics. Airachnid was then bombarded with a volley of shots from the hidden Autobot. The spider-femme shot in the general direction of the shots. When the dust had cleared, Bumblebee was frozen in a running position.

Optimus put a digit to his comm. "Optimus to base," he said. "We need backup. Airachnid has got the-AHH!" He was unable to finish his sentence, because Airachnid sprung out of the ground behind him and blasted him with the Immobilizer.

* * *

><p>"Optimus! Optimus!" said Ratchet. "Please respond!"<p>

The only thing he got was static.

Ratchet turned to Jack. "Optimus and the others are in trouble," he said. "And you're the only backup!"

Jack turned to Ship. "Am I ready?" he asked.

Ship clapped him on the back. _"Go for it, kid," _he said.

Without a backwards glance, Jack ran into the groundbridge.

* * *

><p>Meanwhile, Starscream and Arcee were still clashing blade and talons. "You're tougher than your last partner," Starscream said. "Well, at least the one <em>I<em> scraped. Tell me, was Tailgate weak like Cliffjumper?"

"Just keep talking, Starscream," Arcee said, as she swung again.

* * *

><p>Jack jumped out of the groundbridge. His eyes widened when he saw the three Autobots frozen and Airachnid holding what looked like a metal pole with energy dancing around the edges. "This is bad," he said.<p>

Airachnid saw Jack and smirked. "Well, look who's here to play," she said.

Even though Jack was nervous, he tried not to let the spider-bot see it. "Surrender now, Airachnid, and I'll go easy on you," he said, as he activated the Ultimatrix.

The Decepticon laughed. "Why? You don't have anything that can stop me," she said.

"Alright then," said Jack. "Time for you to meet Diamondhead!" With that, he slammed the dial down and was enveloped in a flash of green light.

When the light died down, in Jack's place was a being made of crystal, but it wasn't Diamondhead. His body was covered with an indigo mineral, while his forearms and face were made out of magenta crystal. Spikes made out of the same type of crystal jutted out of his body, including one on his head. He had one green eye. The Ultimatrix dial sat on his chest.

Jack cried out, "CHROMASTONE!" He looked at himself and groaned. "Now's not the time for a new alien, Ultimatrix," he said.

Airachnid laughed. "What good is that?" she asked. "Oh well, Megatron is going to like this rare collectible." She then shot a blast at Chromastone.

Instinctively, Jack put his arms up. And he felt a cool sensation washing over his body. He lifted his head, surprised he could, and his eye widened. His body was shining with multi-colored light. His face split with a grin.

"On second thought, this is the perfect time for a new alien!" he said.

Acting on instinct, he shot a stream of multi-colored light. Airachnid barely dodged it. She fired the Immobilizer at him, but he simply absorbed it again. "You need to get a new strategy, spider-creep!" he taunted.

She smirked. "Maybe I do," she said, and shot a stream of webbing at him. Catching him by surprise, he was quickly immobilized. He struggled to get free as she approached him. "Maybe I can't stop you," she said, "but I can finally take your head for a trophy."

Jack's eye widened at what she was implying.

"Yes," she said. "Maybe I will." Just then, someone tapped her shoulder. She turned around to see Bumblebee standing behind her with narrowed optics.

**"****Think again,"** he said, as he swung a punch that knocked the Immobilizer out of her servos and broke it.

Before she could retaliate, Bumblebee followed up with a punch to her faceplates. When she stopped seeing three, Bumblebee had ripped away the webbing that had been holding Jack in place and both were in a fighting stance. Now outnumbered and outgunned, Airachnid decided a strategic retreat was in order. She transformed into her helicopter form and flew away. With the 'Con out of their reach, the duo decided to check up on Arcee.

* * *

><p>She wasn't doing so well. Starscream had managed to get a hold of her and he was making good use of it. He finally kicked her down into a depression, where she slid painfully to a stop.<p>

Starscream walked down to her. "You should have finished me when I was helpless to fight, just like I finished Cliffjumper. Now, prepare to reunite with your partners!"

Arcee softly said, "This… is…"

"Oh, I'm sorry," said Starscream. "I can't make out your last words."

"This… is for...Cliffjumper!" she cried as she swung her blade across his faceplates. She manage to get another couple of hits before she had knocked him on the ground with her blade at his throat.

"Go on," said Starscream. "Do it! Megatron will only terminate me for treason if I dare return to the Decepticons. You might as well be the one to put me out of my misery."

"As if I needed convincing," she growled, raising up her blade.

"What? Wait! NO!"

Arcee raised up her blade, ready to get her revenge. But, before she could do it…

"Arcee."

She froze and looked up. Standing up upon the hill was Bumblebee and Jack as a crystal alien she had never seen before. Jack had a frown on his magenta visage, and Bumblebee had disappointment in his optics.

"He's not worth it." Years later, she didn't know if Jack had said it, or her thoughts had vocalized it, or even if Cliffjumper's ghost had whispered it in her audio. Wherever the sentence had come from, she slid off of Starscream and onto her back. Bumblebee and Jack slid down to her, as Starscream hobbled away.

* * *

><p>"You left Starscream with the Autobots!" cried Megatron. Airachnid almost whimpered. This was her first time seeing Megatron mad in a long time, and it was scaring her. The Vehicons had left, deciding that the best place to be would be as far away from the Decepticon lord as possible.<p>

Airachnid, as the bearer of bad news, had to stay and face his rage. "Sir," she said, surprisingly keeping her voice steady, "it was Starscream's incompetence that cost us the Immobilizer."

Megatron barely restrained himself from slapping the femme across the bridge. "I don't care about some trinket!" he yelled. "My second-in-command is a prisoner of the enemy! Which means all Decepticon intelligence could be at the fingertips of the Autobots!"

A pair of Vehicons winced at the verbal beating Megatron was giving Airachnid. Well, at what they could hear through the door. "When is it safe to go back in there?" one asked.

"Who knows?" replied his companion. "Two days?"

The first one nodded. "Sounds about right. Oh, by the way."

"What?"

"Pay up."

The second one groaned.

* * *

><p>Bulkhead grunted as he regained mobility. "Not doing that again," he said, as he rotated his shoulders.<p>

"Just be glad I was able to repair the Immobilizer," said Ratchet as he waved said weapon around. "The damage to it was severe."

Rolling his eyes at the "Whatever," Bulkhead said, Jack looked over to where Arcee and Optimus were. After the Prime had regained mobility, he had gone over to listen to Arcee's report. She had told him how she had found out that Starscream had been the one to offline Cliffjumper, and how the two had fought, and how she had almost returned the favor.

"I thought that settling scores would allow me to move on," she said, not facing the other Autobots. "Instead, I chased away our hope of winning this war anytime soon."

Optimus nodded. "Wisdom cannot be granted, Arcee," he said. "It must be earned. Sometimes, at a cost."

The blue femme just stared at the ground.

* * *

><p>Starscream came across a rock and began slamming the clamp on his back on it. As he did, he began muttering to himself.<p>

"I have been a fool," he said. "Made mistakes. Monumental ones. But, I have gained a clear understanding of my place in the universe. Of who I am. Starscream, aligned with no side, servant to no one."

With the clamp broken off, he transformed and flew off into the night.

* * *

><p><strong><em>And that's another chapter.<em>**

**_Before anyone goes on about how I could have had Jack use Feedback instead of Chromastone, my reasoning is that Airachnid has traveled the galaxy and knows about the Conductiod(Feedback) species and their abilities. While on the other hand, their is only one Cyrstalsapien(Chromastone) in existence. So, Airachnid didn't know about Chromastone's abilities (at least right away) and didn't know how to counter them._**

**_About the next update, next week is spring break, so I'm free from college. YAY!__ The bad news? I don't have internet access at my parent's house, so I won't be able to update. _:(**

**_But not to worry. The week after that, I'll post two updates! Its the least I can do for my readers._**

**_Keep sending in your reviews!_**

**_-Bibliothekar of the LibraryNexus_**


	9. Chapter 8: TMI

**_I really need to stop setting dates for when I update._**

**_Turns out spring break is this week. So, this will be the only update you get this week. Sorry._**

**_I don't own Ben 10 or Transformers Prime._**

Prime 10: T.M.I.

In the Autobot base, Miko, Yuki, and Bulkhead were watching a monster truck rally on the TV. The drivers were driving their trucks over rows of cars.

_"__Give it up for the baddest beast machines on the planet!" _the announcer said.

Ratchet looked up from where he and Perceptor were working on a project. "Would you mind lowering the volume?" he asked.

"Hey, Ratchet, check out the monster truck rally that Miko took me to last week!" said Bulkhead.

"I compiled the highlights on my cell phone!" Miko added, holding up said device.

"Then why were you watching it again?"

"Cause Yuki didn't get to go."

The Necrofriggan exhaled a puff of cold air and folded her arms. "One little prank, and I end up in the doghouse," she said.

Perceptor looked up at her statement. "I do not call what you did 'little,'" he said.

"What did you do?" Miko asked.

Yuki grinned. "Let's just say that Perceptor does not like Slenderman," she said.

"I don't know anyone who does."

"As in 'screams like a femme and jumps in the air' not like him."

"Tell me you got pictures!"

"Depends on what I can get for them."

Before the two could talk any further, they were interrupted by Ratchet. "Innocent vehicles battling it out for the pleasure of human spectators? Bloodsport!"

"Yeah!" the trio shouted.

"Bulkhead, you could be out in the field helping Optimus right now."

The green Wrecker scoffed. "He doesn't need my help to search for some ancient educational thing-a-ma-bob," he said.

"The 'thingamabob,' to which you refer happens to be a Cybertronian data cylinder," Ratchet said as he pressed a button that displayed an image of it on the TV screen.

"Hey, I was watching that!" said Yuki.

"And there is no telling what intelligence it might hold," he continued. "During the Golden Age of Cybertron, dozens of these cylinders were created. Each containing the sum total of Cybertronian knowledge on any given subject: stellar cartography, medicine, ancient mythology. When the war broke out, the cylinders were hidden throughout the galaxies to keep them as far as possible from Decepticon reach. Detecting a signal here, on Earth, is the opportunity of a-"

"T.M.I., Ratchet," said Miko.

"T.M. what?" asked the medic.

"Too much information," said Yuki. "Now change it back! I want to see the hoedown smackdown!"

Before he could reply, a transmission from Optimus came through. _"Ratchet! Decepticon ambush! The cylinder is at risk! We require immediate backup!"_

"Backup is what I'm built for," Bulkhead said, smashing his fists together.

"Go bend some fenders, Bulk!" said Miko.

Ratchet gained a mischievous light in his optics. "I have an important mission for you too, Miko," he said.

"Yes!" cheered Miko. Ratchet handed her a mop. "Oh, come on!"

Perceptor stood up. "Yuki," he said. "I require your assistance repairing the equipment that was… damaged during your prank."

Yuki drooped. "Someone save me," she said.

Miko was about to ask how it was damaged, but a look from Perceptor made the question die on her lips. Taking a look at Ratchet, she saw that he was having trouble with the groundbridge controls. Seeing that Percepter wasn't paying attention to her, she dropped the mop and ran into the open groundbridge.

* * *

><p>The vortex dropped her on the edge of a battlefield. She immediately had to duck as a Vehicon head bounced off the ground three feet away from her. She looked up, and then scampered as the rest of the drone came flying her way. She hid behind a rock and risked peeking out.<p>

Optimus blocked another punch from Knockout, and said, "Autobots, stand your ground! The artifact must not fall into enemy hands!"

With that, he landed a punch of his own on Knockout's faceplate, which sent the Decepticon medic tumbling across the battlefield. Unfortunately, he landed next to the relic.

Knockout grinned. "Come to papa!" he said, reaching out to grab the cylinder.

Only to be tackled by Bulkhead. "Run to mama!" he said.

The green Wrecker was caught in a chokehold by Breakdown. "Say uncle! Say it!" he added.

While the three bots were fighting, Miko sneaked around them and made it to the cylinder. When she got to it, she pulled out her cell phone and called the base. "Ratchet, come in!" she said.

* * *

><p>"Miko, this is an emergency channel! We need to keep it open for the oth… wait, where are you?" Ratchet said.<p>

"He just noticed?" Yuki asked Perceptor.

_"__I'm with the thingamabob!"_

"The thing-a-ma… the data cylinder?"

* * *

><p>"Yeah, could you bridge it out of here?" Miko replied.<p>

"_I'll activate the groundbridge,_" Ratchet said.

The spinning vortex appeared… on the other side of the tussling bots. "Can you get it any closer?" asked Miko.

_"__You'll have to give me the coordinates!"_

"Uh, fifty yards?"

_"__Precise coordinates!"_

Miko ducked as a blast came dangerously close to her. She put away her phone, and started pushing the cylinder. Unfortunately, she wasn't having any luck. Frustrated, she kicked it. It didn't even rock.

"WHOA-WHOA-WHOA!" Miko looked up to see a bunch of Vehicons waving their arms and trying to keep their balance on… a patch of ice?

"How's it chilling?" a voice said as Yuki appeared right beside the Asian girl.

"How did you do that?" Miko asked.

Yuki laid a finger next to her non-existent nose. "A magician never reveals her secrets," she said.

"So, why are you here?" Miko asked.

Yuki turned serious. "Ratchet got worried when you hung up, and Perceptor gave me the okay to come and help you."

"So, can you lift this? You don't look very strong."

"We Necrofriggans are stronger than we look."

Miko and Yuki both put their hand on the cylinder and began to push. However, when Yuki did, the cylinder let out a beeping sound and a red light on the end started blinking.

Miko blinked. "Is it supposed to do that?" she asked.

Bulkhead heard the beeping and turned to see his charge and Yuki next to a beeping object. "Miko!" he cried and started running toward them. However, Breakdown took this opportunity to knock the Wrecker on the ground.

Just then, the cylinder shot out a beam of red light that hit Bulkhead in the helm and knocking him out.

"Bulkhead!" cried the two females and they rushed over to their large friend.

Knockout darted by them and picked up the cylinder. "You sure took one for the team Bulkhead," he said with a smirk. "My team."

That was when he was knocked off his pedes by a yellow sphere. Knockout fell back on his aft as the sphere uncurled into a bipedal alien. It was big and bulky. Its back was covered in yellow armor-like plates and the Ultimatrix dial was on its chest.

Jack, in the form of Cannonbolt, pumped his arms. "Oh, yeah!" he said. "Str-ike!"

Knockout lifted himself up and felt a scratch on his chassis that he got from falling over Jack. Glaring at the shapeshifter, he lashed out one of his pedes in a kick. While it failed to harm the alien, it had the effect of knocking him flat on his back, where he began struggling to get up.

While Jack was struggling to turn over, Knockout activated his comm. "Knockout to _Nemesis, _we have the artifact. Requesting groundbridge."

The groundbridge opened and Knockout and Breakdown ran into it. The remaining Decepticons fled into the sky. The Autobots went over to Bulkhead who was just coming to.

"Bulkhead, are you alright?" Optimus asked.

"I'm fine," the Wrecker said. "Didn't even smart."

"If nobody is too busy, could someone turn me over?" Jack asked from his position.

Miko blinked and asked, "Couldn't you have turned off the Ultimatrix or something?"

Jack laid there, stunned by the obvious solution. "I should have known that," he said, tapping the dial and returning to normal.

* * *

><p>"So what took you so long?" Miko asked Jack back at the Autobot base.<p>

He frowned. "I ran out of juice," he said, holding up the Ultimatrix. "Had to wait for this to recharge."

Meanwhile, Ratchet had just finished doing a medical scan on Bulkhead. "Come on Ratchet, I helped lose that thing. I want to be out in the field with Optimus and the others looking for it," he said.

"Ah, ah! You're under my watch now," said the medic. "Optimus' orders. And I think that running a scan of your neural net will be a wiser use of your time."

"Come on, doc, there's nothing to scan up there anyway."

"He seems fine to me," added Miko.

"Well, if you insist on being useful, you can help Miko and Yuki tidy up," said Perceptor grabbing another mop.

Miko groaned. "They're mad with power," she said.

"That's Ratchet. Null vector squared alright," said Bulkhead.

Yuki tilted her head. "Huh?" she asked.

"Why aren't you ordering Jack around?" complained Miko.

Just then, Ship came around the corner. _"Jack, I'm ready for you,"_ he said. _"You better suit up."_

Jack's response was to activate the Ultimatrix.

When the green flash died down, in Jack's place was another yellow-armored alien. This one, however, resembled an Earth armadillo with small grey ears and a skinless tail. Piston parts could be seen in his arms. The Ultimatrix dial was displayed on his chest.

"ARMODRILLO!" Jack cried. "Coming," he added before following Ship to the SAFE.

"Lucky," Miko muttered before she turned her attention to mopping.

"Hey, do we have any paint?" Bulkhead asked.

"Why? Got something on your mind?"

* * *

><p>"What do you mean it's empty?" asked Megatron, back on the <em>Nemesis.<em>

"My lord," said Knockout, indicating the cylinder, which had four flaps opened to reveal a dimmed red bulb. "These cylinders not unlike Earth batteries. The data is stored within as a type of energy. When it is fully charged, it acts like an energy reading, which is how our scanners picked it up to begin with. But now…" He tapped a sequence on a keypad on the side, only for it to release a bit of smoke.

"Dead battery," Breakdown finished.

"Did you drop it, you one-eyed oaf?" Megatron growled.

"No way was I going to touch it after I saw what it did to Bulkhead."

The three Decepticons started and thought on what Breakdown had just said. "Hey, you think…" began Knockout.

"I know," said Megatron. "And I must find what that vessel contained. When it comes to the secrets of the Ancients, knowledge can be power."

* * *

><p>"Seriously Ratch," said Miko. "You've got to see what Bulkhead's painting in here."<p>

Ratchet rolled his optics. "Yes, I'm sure one hasn't lived until one has beheld Bulkhead's take on still life with lug nuts," he said.

They turned around the corner and Ratchet stopped dead in his tracks. The walls were covered with complex symbols and equations. Bulkhead was by the tunnel entrance, painting more symbols wherever he could reach with his mop.

"See!" Miko said.

"The differential of 1/3 R cubed is R-RD-R," the green Wrecker muttered.

Ratchet shuttered his optics, and then said, "This is not art," he said. "It's… SCIENCE!"

* * *

><p>Ratchet pulled up the results of the scan as the rest of Team Prime drove into the base. "What's the diagnosis?" Arcee asked.<p>

Ratchet pointed to a small red spot on the image. "This red spot you see here?" he said. "It is information, data, living energy."

"Hold on," said Miko. "It's alive, it's on fire, and it's in Bulkhead's brain?"

"The correct term is 'processor,' but essentially you are correct, Miko," Perceptor said.

"Chill, Miko," said Bulkhead. "The data is only taking up a fraction of my brain. Infinitesimal by neural network densities." He then realized what he had said. "Wait, how did I know all of that?"

"One, I'm the one who does the cold thing," said Yuki. "Two, why is the data in Bulkhead's cranium?"

"Based on what we have witnessed during our skirmish, the living data must be programmed to eject when it senses unauthorized access," said Optimus.

"A security measure," clarified Ratchet.

"It would have jettisoned heavenward," continued Perceptor. "Lost to the stars."

"Except my fat engine plug got in the way," Bulkhead finished.

"But why didn't it react until Yuki touched it?" Jack asked.

"These cylinders originated from Cybertron's Golden age, predating Autobot and Decepticon divisions," Ratchet answered. "So, it doesn't consider any native of Cybertron a threat."

"Only alien life-forms with the potential to damage it," continued Perceptor.

**"****So, are we looking at genius or gibberish?" **Bumblebee asked.

The two scientists exchanged a glance. "I don't want to get anyone's hopes up," said Ratchet. "But these equations look like a formula for synthetic Energon."

All of the other Autobots, besides Optimus, started at this. "Seriously?" asked Arcee.

**"****We hit the mother-lode?"** asked Bumblebee.

Miko looked at the Cybertronians. "What's the big fuss?" she asked.

Bulkhead turned to her. "Miko," he said. "Energon provides our fuel, ammo, and supplies our life force. With the natural stuff in short supply on Earth, this could solve a lot of problems."

"Such as providing the edge we need to turn the tide of this war," Optimus added.

"Or giving us the key to revitalizing Cybertron," finished Perceptor.

"We got the goods and all Megatron got was an empty bucket," Arcee said with a smirk.

"How often do I use my noggin to save the day?" asked Bulkhead.

Bumblebee checked his internal clock. "**Well, I have to go pick up Raf,"** he said.

Optimus nodded. "Dismissed," he said. Bumblebee transformed and drove through the tunnel.

* * *

><p>A couple of hours later, Bumblebee drove back through the tunnel with Raf in his passenger seat. Bulkhead was in front of a metal plate, painting another part of the synthetic Energon formula. Miko was in the human area with Jack. "Aren't you done yet?" she asked.<p>

"I have to admit, it sure is weird to see Bulkhead in brainiac mode," Raf said to his guardian.

Bumblebee beeped an affirmative. **"No kidding,"** he said.

Bulkhead had ran out of room on the plate, so Arcee came over and dragging it over to the med-bay. Miko jumped up excitedly when she saw this.

"Alright, break time," she said. "You up for a lighting round of _Sumo Slammers: Speedway_?"

"…Energon temperature and volume…" muttered the green Wrecker, not paying attention to her.

Bumblebee went over and pick up the other end of the plate and helped the femme move it the rest of the way. "Got another round for you to log in, Ratchet," she said.

Ratchet wave a servo in the general direction of the others, most of his attention focused on a scan he, Optimus, and Perceptor were looking over. "It's just as I feared," he said. He pointed at another screen. "This is Bulkhead's neural net as we saw it a few hours ago. This," he said, tapping the one they were looking at, "is one I took a few minutes ago." The small red spot had grown to cover half of the processor. "The data seems to be actively and aggressively rewriting Bulkhead's neural network. I had hoped that he purging the data, but he's merely transcribing it as it…"

"Consumes his mind," finished Optimus.

"And by all indications, by the time Bulkhead finishes writing the formula, his own thoughts and memories could be wiped clean."

"Wait," said Yuki from where she was standing on one of the med berths. "Are you telling me that if the data stays in Bulkhead's processor, he'll become a mindless drone? Like Perceptor?"

The red Autobot looked up indignantly. "I heard that!" he said.

"You were meant to!" Yuki shot back.

"But if we stop him, its goodbye synthetic Energon," Arcee said.

Ratchet shook his helm. "You speak as if we had a means to stop him," he said. "Neither I or Perceptor have instant access to the wisdom of the Ancients."

"Regardless, I will never allow one of our own to be sacrificed," Optimus said firmly. "No matter what the cost."

Perceptor tilted his helm as a stray thought struck him. "If the data had transmitted from the cylinder, we might be able to coax it back in," he said.

**"****One small problem,"** Bumblebee said. **"The Decepticons have it. How do we get it from them?"**

"Megatron will bring it to us," Optimus said.

* * *

><p>Meanwhile, Bulkhead was still painting. Miko dragged her guitar and amp over behind him and set them up.<p>

"… but when divided by eight, it is amplified…" said Bulkhead to himself.

"You want amplified, don't you?" Miko said.

"… proving Que's paradox is inaccurate…"

She turned on the amp and played a riff on it. Bulkhead dropped his mop brush and held his audio receptors in pain. "What is that?" he demanded.

"Metal!" answered Miko. "You love this song!"

"I'm trying to concentrate here," Bulkhead retorted.

"Urgh, you're starting to sound like Ratchet," Miko said.

"Who?"

Miko's eyes widened and she ran over to the medic. "Ratchet!" she said. "I think Bulkhead's losing his mind!"

Ratchet just looked away.

"You already knew?" she asked.

"We didn't want to frighten you," he said. "But don't worry, Optimus has a plan."

"Optimus isn't Bulkhead's doctor. I just need to know, when he is done spitting out the formula, he'll go back to being regualar old Bulkhead, right?"

Ratchet bowed his helm and closed his optics. Miko closed her own eyes in pain.

* * *

><p>"Lord Megatron," said Knockout. "We have detected a familiar energy profile."<p>

"The data?" asked Megatron.

"Bulkhead must have left the shielded radius of their base," Knockout continued. "Breakdown and I will-"

"Fail me again?" Megatron asked. "No, I will go myself."

* * *

><p>In the area where Knockout had detected the energy signature, a groundbridge opened up. Out of the vortex stepped Megatron and a squadran of Vehicons. However, instead of finding Bulkhead, they discovered the rest of the Autobots. In Optimus' servo, he held a green canister that was blinking on both ends.<p>

Megatron raised an optic ridge. "Optimus," he said. "You're not the Autobot I expected to find here. But let me guess. You rigged a transponder to mimic the frequency of the data I seek."

"That would be correct."

"And I assume you want the data cylinder."

"That would also be correct."

"You can have the cylinder, Prime," said Megatron. "In exchange for Starscream."

Optimus stood in silence for a while. He finally said, _"_We do not have Starscream in our custody. However, if you give me the cylinder, I will return full of energy."

Megatron smiled. "That would be an acceptable substitute," he said. "But what trifles did it hold that made you so anxious to give it away?"

"Accept my proposal and you will find out why."

* * *

><p>"Do you remember the time you and Wheeljack were surrounded by Decepticons?" asked Miko. "And you saw him chuck his only grenade into the heat exchanger?"<p>

"Who?"

"Wheeljack! Your best bud!" she said, showing a picture she had taken when the white Autobot had visited the base. "Besides me, of course."

Bulkhead just stared at the photo.

Miko sighed. "Do you even know who I am?" she asked.

"Of course! You're… you're…" He trailed off and then went back to writing the formula.

Miko hung her head.

"…equivalent to the progression of void elements to the tenth power…"

Ratchet came over to pick up the filled plate. "Keep them coming, Bulkhead," he said.

Meanwhile, Raf was talking on his cell phone. "Okay, Mama," he said. "I love you." He hung up. "Can someone take me home?" he asked. "My mom's getting worried."

Yuki stood up. "I can," she said. "Hey, Ship! Can I borrow your motorcycle?"

_"__Just bring it back in one piece,"_ came the tired reply.

Jack raised an eyebrow. "You're going out like that?" he asked.

Yuki grinned and pulled out a mask similar to the one Ship had worn when he had come to the base. She put it on and there was a green flash. When it had died down, in her place was a young human woman. She looked like Arcee's holoform. She was dressed in a dark blue shirt with snowflake designs printed all over it, with light blue pants and a jacket that had the same spots as her wings. Her shoulder-length hair was also a dark blue and she had green eyes.

She raised an eyebrow at Jack, daring him to say something. When he didn't, she approached Ship's motorcycle, which was parked near the entrance, and pulled out two helmets out from somewhere. Giving one to Raf, she placed the second one on her own head. She started up the bike and drove out through the tunnel.

Miko looked fron where Ratchet was logging in part of the equation, to the unsupervised groundbridge and had an idea. She typed in a set of coordinates, and started it up. She then went over and took the mop out of Bulkhead's servo.

"Hey!" he said.

She waved the mop. "Come on!" she said. "Do you want to finish your formula?"

Jack saw Miko run through the groundbridge, with Bulkhead in hot pursuit. He rolled his eyes. "Girl's gonna get herself killed one day," he said as he ran after her.

* * *

><p>"Do you accept my proposal?" asked Optimus.<p>

Before Megatron could answer, his comm. crackled. _"Lord Megatron,"_ said Knockout.

"A moment," said the warlord, walking away from the group a bit. "What is it, Knockout?" he asked.

_"__First, did you find what you were looking for?"_

"It's complicated. What else did you have?"

_"__Well, Breakdown and I may have located the bogey. Fully charged."_

"Proceed."

_"__One problem. We don't have the cylinder."_

"Then bring me his head."

* * *

><p>Miko and Bulkhead were in the monster truck arena. Bulkhead was painting more of the equation on the walls while Miko was trying to jog his memory.<p>

"Look," she said. "You love monster trucks! Remember when we snuck in here after the show last week?"

He just kept painting symbols on the walls.

Miko sighed. "Is any of this ringing a bell?" she asked.

"Bell curve?" Bulkhead asked. "No, no, that won't factor in."

Jack shook his head. He had transformed to keep out of sight and was currently in the form of Wildmutt. In this form, he was covered in orange fur, with two sets of gills that granted him the ability to see even though he didn't have any eyes. The Ultimatrix dial was on a collar around his neck.

However, having a radar sense isn't useful if you weren't paying attention. Jack found this out the hard way when he received an electric shock. Before he lost consciousness, he heard someone say, "I didn't think Earth had any dogs _that_ ugly."

Miko sighed. "Okay, forget the past," she said. "Starting now, we can make some new memories." The green Wrecker just kept on painting. "Bulkhead, I know that somewhere inside of you, you'll always remember me. And I just want you to know, that I will never forget you either," she said.

"Boo-hoo. I'm shedding lubricant," Breakdown said as he and Knockout entered the arena.

Miko gasped and turned to Bulkhead. "If you don't follow me right now, these guys are going to… steal the formula," she said.

Bulkhead's optics widened. "My equations!" he said.

"Come on, come on!" Miko said, and the two fled.

"Not like Bulkhead to run from a fight," Breakdown said.

"I'm afraid our friend has had too much to think." Knockout activated his comm. "Lord Megatron," he said. "We are good to go."

* * *

><p>"Very well," said the warlord. Turning to the Autobots, he said, "Upon careful consideration, Optimus, if you want the cylinder, you will have to take it."<p>

With that being said, the Vehicons attacked. Optimus and the other Autobots counterattacked and the fight was on.

* * *

><p>Knockout and Breakdown found themselves in a parking lot full of vehicles. "Oh, joy, fun and games," said Knockout. They split up to better find Bulkhead. "Come out, come out, wherever you are, said Knockout.<p>

Breakdown's method was more direct. He started smashing the cars.

Miko peaked out from inside Bulkhead's alt. mode. Seeing that they had some time, she tried calling the base for a groundbridge, but all she got was static.

"The 'Cons must be scrambling the signal," she said.

"…the tri-sector of the polygon is an integral subset…" said Bulkhead.

"Shhh! Quiet!" said Miko. "I'm going to try to contact base," she said. "Stay here, keep silent, and don't move."

* * *

><p>Optimus sliced a Vehicon in half while Arcee finished the last one. Looking at the remains of his force, Megatron shook his helm.<p>

"In that case, no one gets it," he said, dropping the cylinder on the ground and crushing it under his pede.

Enraged, Bumblebee and Arcee shot at the Decepticon leader, but he simply transformed and flew away.

_"__Optimus!" _said a panicked Ratchet. _"Bulkhead, Miko, and Jack have left the base! I have their coordinates."_

"Bridge us back," said Optimus, hoping to be in time to rescue their teammate.

* * *

><p>"Bulkhead," said Breakdown, tapping a finger on the window of a truck. "Is that you?" He smashed the front of it. "I guess not."<p>

Hearing tiny footsteps, he turned around to see Miko running behind another truck. He started to go after her, but Knockout said, "Forget the human, Breakdown. Games are only fun when you're winning."

He held up an energy scanner, which was blinking. "And something tells me that I'm warm."

Knockout stopped in front of an immobile Bulkhead. "And the victor of the game is-"

Before he could finish what he was saying Bulkhead transformed and painted an equation on Knockout's chassis.

"You… painted my paintjob," said Knockout. "PREPARE FOR SURGERY!"

But before he could do anything, Breakdown equipped his hammer and slammed it on the Wrecker's head, knocking him out. Looking at Knockout, he said, "The patient is ready."

"True, but we have the wrong doctor," said Jack, finally catching up with them.

Breakdown narrowed his optic. "Leave if you don't want to get squashed, fleshy," he said, raising his hammer.

Jack activated the Ultimatrix. "If it's a smack-down you want, then I vote Rath!" he said as he slapped the dial.

Jack began changing, but it was obvious it wasn't Rath. Jack's hand became an orange pincer. His legs folded into his lower body as his head shrank into his shoulders and fused with his neck. His intelligence increase as the size of his head did. When the change finished, he was a four-foot crab-like alien. The Ultimatrix dial was on a brace around his abdomen.

"BRAINSTORM!" he said. Then he looked at himself. "I am not Rath," he said. "I am a seafood dish!"

Breakdown started laughing, but Knockout had paled even whiter. "This is not good," he said.

Breakdown scoffed. "What can that thing do?" he asked.

Jack grinned. "I believe what the good doctor is thinking, my good Decepticon, is that you are severely outmatched, as my current guise has electro-kinetic abilities," he said.

"Huh?" asked a confused Breakdown and Miko.

Jack sighed. "Perhaps a demonstration," he said, opening his skull plate.

"Ewww," said Miko, upon seeing the exposed brain. "Cool!" she said after Jack shot lightning out of it that landed near Knockout's pede.

Jack narrowed his eyes. "Let us now see how _you_ take a shock to your nervous system, my good doctor," he said, before releasing a very strong lightning bolt.

It overloaded Knockout's systems, making him jerk his limbs in random patterns. One flailing arm hit Breakdown, causing the blue 'Con to fire off a missile accidently. The unexpected projectile hit the prone Bulkhead.

The green Wrecker opened his optics and fired off a red beam as the data made its way into the sky.

"Not again!" cried Breakdown.

"Get down!" said Knockout taking his own advice.

When the data had finished shooting off into space, the two 'Cons got up. "Dead battery," said Knockout. "Megatron is going to peel our paint for this."

"So, we are going to have to peel you," said Breakdown as Knockout activated his buzz saw.

Just then a groundbridge opened and the rest of the Autobots came out of it.

"Or peel out of here!" said Knockout as he and Breakdown transformed and drove off.

The Ultimatrix timed out and Jack transformed to normal, while everyone looked at Miko who was sobbing against Bulkhead.

* * *

><p>Ratchet scanned Bulkhead, then shook his helm. "The data has been fully expelled, but Bulkhead remains unresponsive."<p>

Jack looked at Miko, who was being held by Yuki. "She's taking it pretty hard," she said.

Arcee knelt beside him. "Yes. She thinks that she is the reason that we lost Bulkhead."

Jack hung his head shamefully. "Well, at least she wasn't the reason you lost the data."

Ship came up behind him. _"It was your first time using Brainstorm, Jack,"_ he said. _"You had no idea what would happen."_

"And besides, it kept it out of Decepticon servos. If anyone were to back up that plan, it would be Bulkhead."

"I wouldn't give up on Bulkhead just yet," said Ratchet. "He may come out of his comma in response to a familiar sensation, be it sight or smell, even a sound."

Upon hearing that, Miko went over to her guitar, which was still plugged in. turning on the amp, she played the same note that she had played earlier. Bulkhead still laid there and Miko hung her head again.

But just then, Bulkhead let out a groan.

"Bulkhead?" asked Miko.

He grinned and strummed an imaginary guitar. "I love this song!" he said.

Miko pumped her fist with joy. "Yes! Bulkhead's back!" she cheered.

During the cheering, Ship pulled out his Plumbers badge. Reading the message it had, he sighed and went over to Jack. _"They're having technical troubles at HQ, and they want my help,"_ he said. _"You good for a couple of days?"_

Jack nodded. "I'll be alright," he said.

_"__Good,"_ Ship said. _"Keep practicing you're your aliens."_ He then tapped a button on his badge and teleported away.

* * *

><p>Deep within the reaches of space, the wreckage of a ship floated. What was once a fearsome cruiser, was now a floating wreck. This was the final remains of the final battle between Vilgax and Ben Tennyson. For fifteen years, it has laid undisturbed, mostly because of the strong cosmic radiation that penetrated the area.<p>

But now, the radiation has begun to die down, and a ship makes its way towards the wreck. It is a black ship, with blood-red stabilizers, and a strange insignia of the same color. It is of a stylized skull, looking vaguely rat-like.

The two passengers of the ship are dressed in dark uniforms with the same badge. They look like Earth rats that decided that it would be a good idea to walk on their hind legs. One is fatter than the other, and one ear is ragged. The other is a foot taller than his companion.

The taller one speaks into his communicator. "Commander Y'Clun," he said. "We have reached the wreckage. Preparing to touch down."

_"__Excellent work," _someone said. _"I want to be posted on all that is found on that ship, F'ngbuarn."_

"Will do, F'ngbuarn out."

"I still think that this is a bad idea," said his companion. "Why are we out here anyway?"

F'ngbuarn slapped his head. "For the last time, Ch'sefief, this is the wreckage of a ship belonging to Vilgax the Conqueror. The boss wants to know how he got his power.

"And what Skeruge Y'Clun wants, he gets."

* * *

><p><em><strong>And there we are.<strong>_

_**And behold, a new player enters the arena! He won't make a major reappearance until next season. (Which for this fic will be after the end of 'Orion Pax.'**_

_**I changed the conversation between Optimus and Megatron because I figured Bucket-head would have asked about his missing SIC. And I pitted Jack against Knockout and Breakdown because I figured it was time he had a fight in the war. Plus I wanted to introduce Brainstorm.**_

_**Thanks for sending in your reviews! I don't think I have said that yet. Keep sending them in, I use them to gauge my work. Also send in the aliens you want to see. Just don't expect to see them in this season. I've got the rest of the roster picked out. I'd tell you them, but spoilers.**_

_**-Bilbiothekar of the LibraryNexus**_


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